UCP (UCP) 10-Q 5 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 03, 2017
Entity Registrant Name	UCP, Inc.
Entity Central Index Key	1,572,684
Current Fiscal Year End Date	--12-31
Entity Filer Category	Accelerated Filer
Document Fiscal Year Focus	2,017
Document Fiscal Period Focus	Q1
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2017
Class A
Entity Common Stock, Shares Outstanding		7,958,314
Class B
Entity Common Stock, Shares Outstanding		100

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Assets:
Cash and cash equivalents	$ 34,270	$ 40,931
Restricted cash	1,547	1,547
Total cash, cash equivalents and restricted cash	35,817	42,478
Real estate inventories	389,379	373,207
Fixed assets, net	855	883
Intangible assets, net	82	101
Receivables	3,677	5,628
Deferred tax assets, net	5,227	5,482
Other assets	7,081	6,327
Total assets	442,118	434,106
Liabilities and equity:
Accounts payable	16,533	18,435
Accrued liabilities	30,998	25,342
Customer deposits	4,526	2,449
Notes payable, net	87,001	86,658
Senior notes, net	74,550	74,336
Total liabilities	213,608	207,220
Commitments and contingencies (Note 11)
Equity
Preferred stock, par value $0.01 per share, 50,000,000 authorized, no shares issued and outstanding as of March 31, 2017; no shares issued and outstanding as of December 31, 2016	0	0
Additional paid-in capital	97,532	97,123
Treasury stock at cost; 146,346 shares as of March 31, 2017; 146,346 as of December 31, 2016	(1,250)	(1,250)
Accumulated deficit	5,821	4,675
Total UCP, Inc. stockholders’ equity	102,184	100,628
Noncontrolling interest	126,326	126,258
Total equity	228,510	226,886
Total liabilities and equity	442,118	434,106
Class A
Equity
Common stock	81	80
Class B
Equity
Common stock	$ 0	$ 0

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2017	Dec. 31, 2016
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Treasury stock (shares)	146,346	146,346
Class A
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	8,104,660	8,042,834
Common stock, shares outstanding	7,958,314	7,896,488
Class B
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	1,000,000	1,000,000
Common stock, shares issued	100	100
Common stock, shares outstanding	100	100

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Income Or Loss - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
REVENUE:
Homebuilding	$ 94,002,000	$ 68,225,000
Land development	496,000	0
Total revenue	94,498,000	68,225,000
COSTS AND EXPENSES:
Cost of sales - homebuilding	76,653,000	56,206,000
Cost of sales - land development	475,000	461,000
Impairment on real estate	102,000	0
Total cost of sales	77,230,000	56,667,000
Gross margin - homebuilding	17,349,000	12,019,000
Gross margin - land development	21,000	(461,000)
Gross margin - impairment on real estate	(102,000)	0
Total gross margin	17,268,000	11,558,000
Sales and marketing	5,149,000	4,076,000
General and administrative	8,502,000	7,275,000
Total expenses	13,651,000	11,351,000
Income from operations	3,617,000	207,000
Other income, net	460,000	28,000
Net income before income taxes	4,077,000	235,000
Provision for income taxes	(621,000)	(5,000)
Net income	3,456,000	230,000
Net income attributable to noncontrolling interest	2,310,000	134,000
Net income attributable to UCP, Inc.	1,146,000	96,000
Other comprehensive loss, net of tax	0	0
Comprehensive income	3,456,000	230,000
Comprehensive income attributable to noncontrolling interest	2,310,000	134,000
Comprehensive income attributable to UCP, Inc.	$ 1,146,000	$ 96,000
Earnings (loss) per share of Class A common stock - basic ($ per share)	$ 0.14	$ 0.01
Earnings (loss) per share of Class A common stock - diluted ($ per share)	$ 0.14	$ 0.01
Weighted average shares of Class A common stock:
Basic (in shares)	7,950,723	8,021,747
Diluted (in shares)	8,102,962	8,022,601

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Equity - USD ($) $ in Thousands	Total	Class A	Class B	Common stockClass A	Common stockClass B	Additional paid-in capital	Treasury stock	Accumulated deficit	Noncontrolling interest
Beginning balance at Dec. 31, 2015	$ 217,408			$ 80	$ 0	$ 94,683	$ 0	$ (4,563)
Beginning balance (shares) at Dec. 31, 2015				8,014,434	100
Beginning balance of noncontrolling interest at Dec. 31, 2015									$ 127,208
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Class A - Issuance of common stock for RSUs, net of withholding taxes paid for vested RSUs (shares)				11,157
Class A - Issuance of common stock for RSUs, net of withholding taxes paid for vested RSUs	(45)					(20)			(25)
Stock-based compensation expense	185					80			105
Net income	230							96	134
Ending balance at Mar. 31, 2016	217,778			$ 80	$ 0	94,743	0	(4,467)
Ending balance (shares) at Mar. 31, 2016				8,025,591	100
Ending balance of noncontrolling interest at Mar. 31, 2016									127,422
Beginning balance at Dec. 31, 2015	217,408			$ 80	$ 0	94,683	0	(4,563)
Beginning balance (shares) at Dec. 31, 2015				8,014,434	100
Beginning balance of noncontrolling interest at Dec. 31, 2015									127,208
Ending balance at Dec. 31, 2016	226,886			$ 80	$ 0	97,123	(1,250)	4,675
Ending balance (shares) at Dec. 31, 2016		7,896,488	100	7,896,488	100
Ending balance of noncontrolling interest at Dec. 31, 2016	126,258								126,258
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Class A - Issuance of common stock for RSUs, net of withholding taxes paid for vested RSUs (shares)				61,826
Class A - Issuance of common stock for RSUs, net of withholding taxes paid for vested RSUs	(279)			$ 1		(122)			(158)
Re-allocation from stock issuances	0					411			(411)
Stock-based compensation expense	417					181			236
Excess income tax benefit from stock based awards	(61)					(61)
Distribution to noncontrolling interest	(1,909)								(1,909)
Net income	3,456							1,146	2,310
Ending balance at Mar. 31, 2017	228,510			$ 81	$ 0	$ 97,532	$ (1,250)	$ 5,821
Ending balance (shares) at Mar. 31, 2017		7,958,314	100	7,958,314	100
Ending balance of noncontrolling interest at Mar. 31, 2017	$ 126,326								$ 126,326

Condensed Consolidated Stateme6

Condensed Consolidated Statements of Cash Flows - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating activities:
Net income	$ 3,456,000	$ 230,000
Adjustments to reconcile net income to net cash used in operating activities:
Stock-based compensation	417,000	185,000
Excess income tax benefit from stock based awards	(61,000)	0
Abandonment charges	102,000	419,000
Impairment on real estate inventories	102,000	0
Depreciation and amortization	143,000	156,000
Fair value adjustment of contingent consideration	0	8,000
Deferred income taxes, net	255,000	0
Changes in operating assets and liabilities:
Real estate inventories	(15,348,000)	(10,839,000)
Receivables	1,951,000	(71,000)
Other assets	(740,000)	1,104,000
Accounts payable	(1,902,000)	(2,697,000)
Accrued liabilities	5,229,000	(1,230,000)
Customer deposits	2,077,000	454,000
Income taxes payable	427,000	(64,000)
Net cash used in operating activities	(3,892,000)	(12,345,000)
Investing activities:
Purchases of fixed assets	(106,000)	(22,000)
Net cash used in investing activities	(106,000)	(22,000)
Financing activities:
Distribution to noncontrolling interest	(1,909,000)	0
Proceeds from notes payable	39,771,000	35,476,000
Repayment of notes payable	(39,375,000)	(33,112,000)
Debt issuance costs	(871,000)	(12,000)
Withholding taxes paid for vested RSUs	(279,000)	(45,000)
Net cash (used in) provided by financing activities	(2,663,000)	2,307,000
Net decrease in cash and cash equivalents	(6,661,000)	(10,060,000)
Cash, cash equivalents and restricted cash – beginning of period	42,478,000	40,729,000
Cash, cash equivalents and restricted cash – end of period	35,817,000	30,669,000
Supplemental disclosure of noncash information
Exercise of land purchase options acquired with acquisition of business	10,000	6,000
Issuance of Class A common stock for vested restricted stock units	1,007,000	113,000
Income taxes paid	$ 0	$ 70,000

Organization, Basis of Presenta

Organization, Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization, Basis of Presentation and Summary of Significant Accounting Policies	ORGANIZATION, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES As used in this report, unless the context otherwise requires or indicates, references to “the Company,” “we,” “our” and “UCP” refer to UCP, Inc. and its consolidated subsidiaries, including UCP, LLC. Business Description and Organizational Structure of the Company The Company is a homebuilder and land developer with expertise in residential land acquisition, development and entitlement, as well as home design, construction and sales. The Company’s homebuilding and land development operations are each segmented into two geographic regions, West and Southeast. We operate in the states of California, Washington, North Carolina, South Carolina and Tennessee. The Company’s operations began in 2004 and principally focused on acquiring land, entitling and developing it for residential construction, and selling residential lots to third-party homebuilders. In 2010, the Company formed Benchmark Communities, LLC, its wholly-owned homebuilding subsidiary, to design, construct and sell high quality single-family homes. On April 10, 2017, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) pursuant to which the Company has agreed to merge with a wholly-owned subsidiary of Century Communities, Inc. (together with its subsidiaries and unless the context otherwise requires, “Century”). In the merger, each outstanding share of the Company’s Class A common stock, par value $0.01 per share (“Class A common stock”), will be converted into the right to receive $5.32 in cash and 0.2309 of a newly issued share of Century common stock, par value $0.01 per share (“Century Common Stock”). The transaction is expected to close by the end of the third quarter of 2017, subject to customary closing conditions, including the adoption of the Merger Agreement by the Company’s stockholders at a special meeting. See Note 13 , “Subsequent Event” to the accompanying unaudited condensed consolidated financial statements for a further discussion of the merger. The Company is a holding company, whose principal asset is its interest in UCP, LLC, the subsidiary through which it directly and indirectly conducts its business. As of March 31, 2017 , the Company held a 43.3% economic interest in UCP, LLC and PICO Holdings, Inc. (“PICO”), a NASDAQ-listed, diversified holding company, held the remaining 56.7% economic interest in UCP, LLC. Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. These financial statements should be read in conjunction with the Company's audited financial statements for the year ended December 31, 2016 , which are included in the Company’s Annual Report on Form 10-K that was filed with the Securities and Exchange Commission (“SEC”) on March 3, 2017 . The accompanying unaudited condensed consolidated financial statements include all adjustments (consisting of normal recurring adjustments) necessary for the fair presentation of the Company’s results for the interim periods presented. These consolidated and segment results are not necessarily indicative of the Company’s future performance. As an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012, the Company has taken advantage of certain temporary exemptions from various reporting requirements, including reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements. The Company could be an emerging growth company until the last day of the fiscal year following the fifth anniversary of the July 23, 2013 completion of its initial public offering, although a variety of circumstances can cause it to lose this status earlier. Use of Estimates in Preparation of Financial Statements The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities reported at the date of the financial statements and the reported amounts of revenues and expenses for each reporting period. The significant estimates made in the preparation of the Company’s accompanying unaudited condensed consolidated financial statements relate to the assessment of real estate impairments, valuation of assets and liabilities acquired, cost capitalization, accrued obligations, warranty reserves, income taxes and contingent liabilities. While management believes that the carrying value of such assets and liabilities are appropriate as of March 31, 2017 and December 31, 2016 , it is reasonably possible that actual results could differ from the estimates upon which the carrying values were based. Related Party Transactions Agreements Related to our Initial Public Offering As of March 31, 2017 , PICO holds an economic and voting interest in our Company equal to approximately 56.7% . The Company is party to certain agreements with PICO, including an Exchange Agreement (pursuant to which PICO has the right to cause the Company to exchange PICO’s interests in UCP, LLC for shares of the Company’s Class A common stock on a one-for-one basis, subject to equitable adjustments for stock splits, stock dividends, reclassifications and repurchases by UCP of Class A common stock), an Investor Rights Agreement (pursuant to which PICO has certain rights, including the right to select two individuals for nomination for election to the Company’s board of directors (the “Board”) for as long as PICO owns at least a 25% voting interest in the Company), a Tax Receivable Agreement (pursuant to which PICO is entitled to 85% of any cash savings in U.S. federal, state and local income tax that the Company actually realizes as a result of any increase in tax basis caused by PICO’s exchange of UCP, LLC interests for shares of the Company’s Class A common stock) and a Registration Rights Agreement, with respect to the shares of Class A common stock that PICO may receive in exchanges made pursuant to the Exchange Agreement. In connection with the pending merger transaction with Century, each of the Company, UCP, LLC and PICO has agreed to terminate the Exchange Agreement, the Tax Receivable Agreement and the Registration Rights Agreement (without any payments from, or any cost or expense to, any such party) subject to and contingent upon the completion of the proposed merger with Century. Voting Agreement Concurrently with the execution and delivery of the Merger Agreement, on April 10, 2017, Century, a wholly-owned subsidiary of Century, PICO, the Company and UCP, LLC entered into a voting support and transfer restriction agreement (the “Voting Agreement”). Pursuant to the terms of the Voting Agreement, PICO agreed, among other things, to vote all outstanding shares of Class A common stock and Class B common stock, par value $0.01 per share, of the Company currently held or thereafter acquired by PICO (the “PICO Shares”) in favor of the adoption of the Merger Agreement and against any proposal by third parties to acquire the Company, and to take certain other actions in furtherance of the transactions contemplated by the Merger Agreement, including the Exchange (as defined below), in each case subject to the limitations set forth in the Voting Agreement. Among other such limitations, PICO’s obligation to vote in favor of the adoption of the Merger Agreement will be reduced to such number of PICO Shares as is equal to 28% of the aggregate outstanding voting power of the Company if the Board changes its recommendation in respect of an Intervening Event (as defined in the Merger Agreement), and the Voting Agreement automatically terminates if the Merger Agreement is terminated (including if the Company terminates the Merger Agreement to accept a Superior Company Proposal, as defined in the Merger Agreement). The foregoing description of the Voting Agreement is only a summary, does not purport to be complete and is qualified in its entirety by reference to the full text of the Voting Agreement, which is filed as an exhibit to our Current Report on Form 8-K filed with the SEC on April 11, 2017. Agreement to Exchange Concurrently with the execution and delivery of the Merger Agreement, on April 10, 2017, the Company, UCP, LLC and PICO entered into an agreement to exchange (the “Agreement to Exchange”), pursuant to which PICO exercised its right under the Exchange Agreement to effect the exchange of all of its Series A Units of UCP, LLC for shares of Class A common stock (the “Exchange”). Under the Agreement to Exchange, the Exchange will occur immediately prior to, and remain subject to the consummation immediately thereafter of, the merger. The foregoing description of the Agreement to Exchange is only a summary, does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement to Exchange, which is filed as an exhibit to our Current Report on Form 8-K filed with the SEC on April 11, 2017. 2017 Agreement with PICO . On February 6, 2017, PICO submitted a written notice of its nomination of Eric H. Speron (a current Class I director) and Keith M. Locker for election to our Board at the 2017 Annual Meeting of Stockholders and various governance related proposals to be voted upon at such meeting (the “PICO Notice”). On March 29, 2017, we entered into an agreement with PICO (the “2017 Agreement with PICO”) with respect to, among other things, the matters set forth in the PICO Notice. Pursuant to this agreement, we have agreed to, among other things, (i) expand our Board from six to seven directors immediately prior to the 2017 Annual Meeting of Stockholders and nominate Messrs. Locker and Speron and Kathleen R. Wade (a Current Class I director) to be elected at the 2017 Annual Meeting of Stockholders to serve as directors with a term expiring at our 2020 Annual Meeting of Stockholders; and (ii) submit, recommend and solicit proxies in favor of governance proposals at the 2017 Annual Meeting of Stockholders. The governance proposals address the declassification of our Board, the calling of special meetings of stockholders, stockholder action by written consent, removal of directors and amendments to our bylaws. PICO has agreed to, among other things, vote all common stock held by it in favor of each of the Board’s director nominees at the 2017 Annual Meeting of Stockholders and in favor of each governance proposal and to withdraw the PICO Notice. The foregoing description of the 2017 Agreement with PICO is only a summary, does not purport to be complete and is qualified in its entirety by reference to the full text of the 2017 Agreement with PICO, which is filed as an exhibit to our Current Report on Form 8-K filed with the SEC on March 30, 2017. The Board has determined to await the result of the special meeting of stockholders at which stockholders will be asked to adopt the Merger Agreement. If the Merger Agreement is adopted and the transaction with Century is thereafter consummated, there will be no need to hold an annual meeting of stockholders during 2017. Alternatively, if the Merger Agreement is not approved and the transaction with Century is not consummated, the Board intends to convene an annual meeting of stockholders during 2017 at which the above-described governance matters, among other items, will be presented to stockholders for consideration. Segment Reporting The Company has segmented its operating activities into two operating segments, West and Southeast, and two reportable segments, Homebuilding and Land development. Each reportable segment includes real estate with similar economic characteristics, including similar historical and expected long-term gross margin percentages, product types, geography, production processes and methods of distribution. Cash and Cash Equivalents and Restricted Cash Cash and cash equivalents include highly liquid instruments purchased with original maturities of three months or less. The Company has approximately $15.1 million of cash held in money market accounts on its condensed consolidated balance sheets as of March 31, 2017 and December 31, 2016 . Cash items that are restricted as to withdrawal or usage include deposits of $1.5 million as of March 31, 2017 and December 31, 2016 , related to a construction loan, credit card agreements, contractor’s license and a letter of credit. As part of the Company’s adoption of Accounting Standards Update 2016-18 (“ASU 2016-18”), Statement of Cash Flows - Restricted Cash , restricted cash is included as a component of cash, cash equivalents and restricted cash in the accompanying unaudited condensed consolidated statements of cash flows. ASU 2016-18 requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents on a retrospective basis. The adoption did not have a material impact on the Company’s unaudited condensed consolidated statements of cash flows during the three months ended March 31, 2017 . For the three months ended March 31, 2016 , the beginning and ending balances for cash, cash equivalents and restricted cash increased by approximately $0.9 million . Capitalization of Interest The Company capitalizes interest to real estate inventories during the period that real estate is undergoing development. Interest capitalized as a cost of real estate inventories is included in cost of sales-homebuilding or cost of sales-land development as related homes or real estate are delivered. Advertising Expenses The Company expenses advertising costs as incurred. Advertising expenses for the three months ended March 31, 2017 and 2016 were $0.2 million and $0.4 million , respectively. Real Estate Inventories and Cost of Sales The Company capitalizes pre-acquisition costs, the purchase price of real estate, development costs and other allocated costs, including interest, during development and home construction. Pre-acquisition costs, including non-refundable land deposits, are expensed to cost of sales when the Company determines continuation of the related project is not probable. Applicable costs incurred after development or construction is substantially complete are charged to sales and marketing or general and administrative (“G&A”) expenses, as appropriate. Land, development and other common costs are typically allocated to real estate inventories based on the number of homes to be constructed. Direct home construction costs are recorded using the specific identification method. Cost of sales-homebuilding includes the construction costs of each home and all applicable land acquisition, real estate development, capitalized interest and related allocated common costs. Changes to estimated total development costs subsequent to initial home closings in a community are allocated to remaining homes in the community. Cost of sales-land development includes land acquisition and development costs, capitalized interest, impairment charges, abandonment charges for projects that are no longer economically viable, and real estate taxes. Real estate inventories are stated at cost, unless the carrying amount is determined not to be recoverable, in which case real estate inventories are written down to fair value. All real estate inventories are classified as held until the Company commits to a plan to sell the real estate, the real estate can be sold in its present condition, the real estate is being actively marketed for sale and it is probable that the real estate will be sold within twelve months. Homes completed or under construction are included in real estate inventories in the accompanying unaudited condensed consolidated balance sheets at the lower of cost or net realizable value. Impairment and Abandonment of Real Estate Inventories The Company evaluates real estate inventories for impairment when conditions exist suggesting that the carrying amount of real estate inventories is not fully recoverable and may exceed its fair value. Indicators of impairment include, but are not limited to, significant decreases in local housing market values, decreases in the selling prices of comparable homes, significant decreases in gross margins and sales absorption rates, costs in excess of budget, and actual or projected cash flow losses. The Company prepares and analyzes cash flows at the lowest level for which there are identifiable cash flows that are independent of the cash flows of other groups of assets. When estimating future cash flows of its real estate assets, the Company makes various assumptions, including: (i) expected sales prices and sales incentives (based on, among other things, an estimate of the number of homes available in the market, pricing and incentives, and potential 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 incurred to date and expected to be incurred (including, but not limited to, land and land development costs, home construction costs, indirect construction 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. If events or circumstances indicate that the carrying amount of real estate inventories may be impaired, such impairment will be measured based upon the difference between the carrying amount and the fair value of such asset(s) determined using the estimated future discounted cash flows, excluding interest charges, generated from the use and ultimate disposition of such asset(s). Such losses, if any, are reported within cost of sales for the period. We estimate the fair value of each impaired community by determining the present value of the estimated future cash flows at a discount rate commensurate with the risk of the respective community. In determining the fair value of land held for sale, management considers, among other things, prices for land in recent comparable sale transactions, market analysis studies, which include the estimated price a willing buyer would pay for the land, and recent bona fide offers received from third parties. During the three months ended March 31, 2017 , approximately $0.1 million of impairment losses were recorded with respect to the Company’s real estate inventories at its Glenmoor community, located in Myrtle Beach, South Carolina (“Glenmoor”). As of March 31, 2017 , a model home in the Glenmoor project suffered damages due to a fire resulting in approximately $0.1 million in impairment loss. See Note 8 , “Fair Value Disclosures--Non-Financial Instruments Carried at Fair Value--Non-Recurring Estimated Fair Value of Real Estate Inventories” to the accompanying unaudited condensed consolidated financial statements for a further discussion of the impairment of the real estate asset. No such real estate impairment losses were recorded for the three months ended March 31, 2016 . Abandonment charges during the three months ended March 31, 2017 and 2016 were $0.1 million and $0.4 million , respectively. Abandonment charges are included in cost of sales in the accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss for the period in which they were recorded. These charges were related to the Company electing not to proceed with one or more land acquisitions after the incurrence of costs during due diligence. Intangible Assets Intangible assets with determinable useful lives are amortized on a straight-line basis over the estimated remaining useful lives (ranging from six months to five years), added to the value of land when an intangible option is used to purchase the related land, or expensed in the period when the option is cancelled. Acquired intangible assets with contractual terms are generally amortized over their respective contractual lives. When certain events or changes in operating conditions occur, an impairment assessment is performed for the intangible assets. Fixed Assets, Net Fixed assets are carried at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated remaining useful lives of the assets. Computer software and hardware are depreciated over three to five years, office furniture and fixtures are depreciated over five years, vehicles are depreciated over five years and leasehold improvements are depreciated over the shorter of their useful life or lease term and range from one to five years. Maintenance and repairs are charged to expense as incurred, while significant improvements are capitalized. Depreciation expense is included in G&A expenses in the accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss. Receivables The detail of receivables is set forth below (in thousands): March 31, 2017 December 31, 2016 Warranty insurance receivables $ 1,118 $ 1,118 Manufacturer rebates 554 454 Reimbursement for land development work 1,760 4,016 Other receivables 245 40 Total $ 3,677 $ 5,628 As of March 31, 2017 and December 31, 2016 , the Company had no allowance for doubtful accounts recorded. Other Assets The detail of other assets is set forth below (in thousands): March 31, 2017 December 31, 2016 Customer deposits in escrow $ 4,475 $ 2,394 Prepaid expenses 942 1,098 Other deposits and prepaid interest 1,595 1,345 Funds held in escrow — 1,490 Other assets 69 — Total $ 7,081 $ 6,327 Homebuilding, Land Development Sales and Other Revenues Profit Recognition In accordance with applicable guidance under Accounting Standards Codification (“ASC”) Topic 360 - Property, Plant, and Equipment , revenue from home sales and other real estate sales is recorded and any profit is recognized when the respective sales are closed. Sales are closed when all conditions of escrow are met, title passes to the buyer, appropriate consideration is received and collection of associated receivables, if any, is reasonably assured and the Company has no continuing involvement with the sold asset. The Company does not offer financing to any buyers. Sales price incentives are accounted for as a reduction of revenues when the sale is recorded. If the earnings process is not complete, the sale and any related profits are deferred for recognition in future periods. Any profit recorded is based on the calculation of cost of sales, which is dependent on an allocation of costs. Stock-Based Compensation Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized as expense over the period during which the awards vest in accordance with applicable guidance under ASC Topic 718 - Compensation - Stock Compensation . See Note 9 , “Equity--Stock-Based Compensation” to the unaudited condensed consolidated financial statements for further discussion on stock-based compensation. As part of the Company’s adoption of Accounting Standards Update 2016-09 (“ASU 2016-09”), Compensation - Stock Compensation (Topic 718) , the classification for the excess income tax benefit from stock based awards is presented as an operating activity on the accompanying unaudited condensed consolidated statements of cash flows. ASU 2016-09 provides clarification for certain share-based payment transactions and the classification of such transactions on the statement of cash flows and requires all amendments within ASU 2016-09 to be adopted in the same period. The adoption did not have a material impact on the Company’s unaudited condensed consolidated statements of cash flows during the three months ended March 31, 2017 and 2016 . Stock Repurchase Program Our Board authorized the Stock Repurchase Program on June 6, 2016, to repurchase up to $5.0 million of the Company’s Class A common stock between June 7, 2016 and June 1, 2018. Treasury stock represents shares repurchased under the Stock Repurchase Program, which are reflected as a reduction in Stockholders’ Equity in accordance with ASC Topic 505-30 - Equity - Treasury Stock . The number of shares repurchased is based on the settlement date and factored into our weighted average calculation for earnings per share (“EPS”). See Note 9 , “Equity--Stock Repurchase Program” to the unaudited condensed consolidated financial statements for additional information regarding the Stock Repurchase Program. Warranty Reserves Estimated future direct warranty costs are accrued and charged to cost of sales-homebuilding in the period in which the related homebuilding revenue is recognized. Amounts accrued are based upon estimates of the amount the Company expects to pay for warranty work. The Company assesses the adequacy of its warranty reserves on a quarterly basis and adjusts the amounts recorded, if necessary, in the period in which the change in estimate occurs. Annually, or more frequently as needed, the Company engages a third-party actuary to assist in the analysis of warranty reserves based on historical data and industry trends for our communities. Warranty reserves are included in accrued liabilities in the accompanying unaudited condensed consolidated balance sheets. Changes in warranty reserves are detailed in the table set forth below (in thousands): Three months ended March 31, 2017 2016 Warranty reserves, beginning of period $ 5,642 $ 2,852 Warranty reserves accrued 659 471 Warranty expenditures (175 ) (106 ) Warranty reserves, end of period $ 6,126 $ 3,217 Consolidation of Variable Interest Entities The Company enters into purchase and option agreements for the purchase of real estate as part of the normal course of business. These purchase and option agreements enable the Company to acquire real estate at one or more future dates at pre-determined prices. The Company believes these acquisition structures reduce its financial risk associated with real estate acquisitions and holdings and allow the Company to better manage its cash position and return metrics. In accordance with ASC Topic 810, " Consolidation ," the Company assesses each purchase agreement to acquire real estate from an entity to determine if a variable interest entity ("VIE") may be created. Although the Company may not have legal title to the underlying land, if the Company determines that it is the primary beneficiary of the VIE, the Company would consolidate the VIE in its accompanying consolidated financial statements and reflect such assets and liabilities as “Real estate inventories not owned.” In determining if the Company is the primary beneficiary, the Company considers, among other things, whether it has the ability to control the activities of the VIE that most significantly impact its economic performance. Such activities include, but are not limited to: the ability to determine the budget or scope of the VIE; the ability to control financing decisions for the VIE; and the ability to acquire or dispose of property owned or controlled by the VIE. Based on the current provisions of the relevant accounting guidance, the Company evaluated its purchase and option agreements for real estate in place as of March 31, 2017 and December 31, 2016 . None met consolidation criteria under the accounting guidance. Income Taxes The Company’s provision for income tax expense includes federal and state income taxes currently payable and those deferred because of temporary differences between the income tax and financial reporting basis of the Company’s assets and liabilities. The asset and liability method of accounting for income taxes also requires the Company to reflect the effect of a tax rate change on accumulated deferred income taxes in income in the period in which the change is enacted. The Company evaluates deferred tax assets regularly to determine if adjustments to its valuation allowance are required based on all available positive and negative evidence to consider whether it is more likely than not that any of the deferred tax assets will be realized. If it is more likely than not that some or all of the deferred income tax assets will not be realized, a valuation allowance is recorded. During the three months ended December 31, 2016 , the Company evaluated all available evidence in determining the likelihood that it will be able to realize all or some portion of its deferred tax assets prior to their expiration. Upon completing this evaluation, the Company concluded that it is more likely than not that the Company will be able to realize its deferred tax assets. As of March 31, 2017 , the Company continues to conclude that it is more likely than not that the Company will be able to realize its deferred tax assets. The Company recognizes any uncertain income tax positions on income tax returns at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized unless it has a greater than 50% likelihood of being sustained. The Company recognizes any interest and penalties related to uncertain tax positions in income tax expense. For each of the periods presented, the Company did not record any interest or penalties related to uncertain tax positions. See Note 12 , “Income Taxes” to the unaudited condensed consolidated financial statements for a further discussion of the Company’s income taxes for the applicable period. Price Participation Interests Certain land purchase contracts and other agreements include provisions for additional payments to the land sellers. These additional payments are contingent on certain future outcomes, such as selling homes above a certain preset price or achieving an internal rate of return above a certain preset level. These additional payments, if triggered, are accounted for as cost of sales when they become due, however, they are neither fully determinable, nor due, until the transfer of title to the buyer is complete. Accordingly, no liability is recorded until the sale is complete. Noncontrolling Interest The Company reports the share of the results of operations that are attributable to other owners of its consolidated subsidiaries that are less than wholly-owned as noncontrolling interest in the accompanying unaudited condensed consolidated financial statements. In the accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss, the income or loss attributable to the noncontrolling interest is reported separately, and the accumulated income or loss attributable to the noncontrolling interest, along with any changes in ownership of the subsidiary, is reported as a component of total equity. As of March 31, 2017 and December 31, 2016 , the noncontrolling interest reported in the accompanying unaudited condensed consolidated financial statements includes PICO's share of 56.7% and 56.8% , respectively, of the income related to UCP, LLC. See Note 9 , "Equity--Noncontrolling Interest" to the unaudited condensed consolidated financial statements for further discussion on noncontrolling interest. Recently Issued Accounting Standards There were no new accounting pronouncements as of March 31, 2017 that has had or is expected to have a material impact on the Company’s accompanying unaudited condensed consolidated financial statements. For a further discussion of recently issued accounting standards that are not yet required to be adopted by the Company, see the “Recently Issued Accounting Standards” disclosed in Company’s Annual Report on Form 10-K for the year ended December 31, 2016 that was filed with the SEC on March 3, 2017.

Income Per Share

Income Per Share	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Income Per Share	INCOME PER SHARE Basic income per share of Class A common stock is computed by dividing net income or loss attributable to UCP, Inc. by the weighted average number of shares of Class A common stock outstanding during the period. Diluted income per share of Class A common stock is computed similarly to basic income per share except that the weighted average number of shares of Class A common stock outstanding during the period is increased to include additional shares from the assumed exercise of any Class A common stock equivalents using the treasury stock method, if dilutive. The Company’s restricted stock units (“RSUs”) and stock options (“Options”) are considered Class A common stock equivalents for this purpose. For the three months ended March 31, 2017 and 2016 , incremental Class A common stock equivalents of 152,239 and 854 shares, respectively, were included in calculating diluted income per share. Basic and diluted net income per share of Class A common stock for the three months ended March 31, 2017 and 2016 have been computed as follows (in thousands, except share and per share amounts): Three months ended March 31, 2017 2016 Numerator Net income attributable to UCP, Inc. $ 1,146 $ 96 Denominator Weighted average number of shares of Class A common stock outstanding - basic 7,950,723 8,021,747 Effect of dilutive securities: RSUs 152,239 854 Total shares for purpose of calculating diluted net income per share 8,102,962 8,022,601 Earnings per share: Net income per share of Class A common stock - basic $ 0.14 $ 0.01 Net income per share of Class A common stock - diluted $ 0.14 $ 0.01 The following RSUs and Options issued were excluded in the computation of diluted EPS for the three months ended March 31, 2017 and 2016 because the effect would be anti-dilutive: Three months ended March 31, 2017 2016 Anti-dilutive securities 454,301 190,329

Real Estate Inventories

Real Estate Inventories	3 Months Ended
	Mar. 31, 2017
Real Estate [Abstract]
Real Estate Inventories	REAL ESTATE INVENTORIES Real estate inventories consisted of the following (in thousands): March 31, 2017 December 31, 2016 Deposits and pre-acquisition costs $ 10,223 $ 9,232 Land held and land under development 113,004 101,609 Finished lots 73,350 86,622 Homes completed or under construction 165,081 148,627 Model homes 27,721 27,117 Total $ 389,379 $ 373,207 Deposits and pre-acquisition costs include costs relating to land purchase or option contracts. Land held and land under development includes costs incurred during site development, such as land, development, indirect costs and permits. Homes completed or under construction and model homes include all costs associated with home construction, including land, development, indirect costs, permits and fees, and vertical construction. As of March 31, 2017 , the Company had $10.2 million of deposits and pre-acquisition costs for 3,743 lots with an aggregate purchase price of approximately $124.4 million , net of deposits. As of December 31, 2016 , the Company had $9.2 million of deposits and pre-acquisition costs for 2,607 lots with an aggregate purchase price of approximately $106.0 million , net of deposits. As of March 31, 2017 and December 31, 2016 , the Company had completed homes included in inventories of approximately $29.8 million and $21.1 million , respectively, as shown in the charts below ($ in millions): Interest Capitalization Amounts capitalized to home inventories and land inventories were as follows (in thousands): Three months ended March 31, 2017 2016 Interest expense capitalized as cost of home inventory $ 2,662 $ 2,368 Interest expense capitalized as cost of land inventory 418 575 Total interest expense capitalized 3,080 2,943 Previously capitalized interest expense included in cost of sales - homebuilding (2,350 ) (1,539 ) Previously capitalized interest expense included in cost of sales - land development (11 ) — Net activity of capitalized interest 719 1,404 Capitalized interest expense in beginning inventory 17,659 13,274 Capitalized interest expense in ending inventory $ 18,378 $ 14,678 Interest is capitalized on real estate inventories during development. Interest capitalized is included in cost of sales in the Company’s accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss as related sales are recognized.

Fixed Assets, Net

Fixed Assets, Net	3 Months Ended
	Mar. 31, 2017
Property, Plant and Equipment [Abstract]
Fixed Assets, Net	FIXED ASSETS, NET Net fixed assets consisted of the following (in thousands): March 31, 2017 December 31, 2016 Computer hardware and software $ 2,049 $ 2,043 Office furniture and equipment and leasehold improvements 933 911 Vehicles 161 83 Total 3,143 3,037 Accumulated depreciation (2,288 ) (2,154 ) Fixed assets, net $ 855 $ 883 Depreciation expense for the three months ended March 31, 2017 and 2016 was $135,000 and $147,000 , respectively. Depreciation expense is recorded in G&A expenses in the accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss.

Intangible Assets

Intangible Assets	3 Months Ended
	Mar. 31, 2017
Business Combinations [Abstract]
Intangible Assets	INTANGIBLE ASSETS Other purchased intangible assets consisted of the following: March 31, 2017 December 31, 2016 (in thousands) Gross Carrying Amount Accumulated Amortization Ending Balance Gross Carrying Amount Accumulated Amortization Ending Balance Architectural plans $ 170 $ (103 ) $ 67 $ 170 $ (94 ) $ 76 Land option 583 (568 ) 15 583 (558 ) 25 Total $ 753 $ (671 ) $ 82 $ 753 $ (652 ) $ 101 Amortization expense for the three months ended March 31, 2017 and 2016 related to the architectural plans was approximately $8,500 for both periods. The architectural plans intangible amortization period is 5 years. Amortization expense is recorded in G&A expenses in the accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss. Future estimated amortization expense related to the architectural plans intangibles over the next five years is as follows: (in thousands) December 31, Remainder of 2017 $ 25 2018 34 2019 8 Total $ 67 Additionally, $10,000 related to land options was capitalized to real estate inventories during the three months ended March 31, 2017 , as compared to $20,000 for the three months ended March 31, 2016 . For the three months ended March 31, 2017 and 2016 , zero and $15,000 , respectively, was related to abandonment.

Accrued Liabilities

Accrued Liabilities	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Accrued Liabilities	ACCRUED LIABILITIES Accrued liabilities consisted of the following (in thousands): (in thousands) March 31, 2017 December 31, 2016 Real estate development cost to complete $ 16,674 $ 10,347 Accrued expenses 5,424 5,855 Warranty reserves ( Note 1 ) 6,126 5,642 Contingent consideration ( Note 11 ) 360 360 Accrued payroll liabilities 2,414 3,138 Total $ 30,998 $ 25,342

Notes Payable and Senior Notes,

Notes Payable and Senior Notes, net	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Notes Payable and Senior Notes, net	NOTES PAYABLE AND SENIOR NOTES, NET The Company obtains various types of debt financing in connection with its acquisition, development and construction of real estate inventories and its construction of homes. Often, these debt obligations are secured by the underlying real estate. Certain loans are funded in full at the initial loan closing and others are revolving facilities under which the Company may borrow, repay and reborrow up to a specified amount during the term of the loan. Acquisition indebtedness matures on various dates, but is generally repaid when lots are released from the lien securing the relevant loan based upon a specific release price, as defined in the relevant loan agreement, or the loan is refinanced. Construction and development debt is required to be repaid with proceeds from home closings based upon a specific release price, as defined in the relevant loan agreement. Certain construction and development debt agreements include provisions that require minimum tangible net worth and liquidity; limit leverage and risk asset ratios; specify maximum loan-to-cost or loan-to-value ratios (whichever is lower). During the term of the loan, the lender may require the Company to obtain a third-party written appraisal of the fair value of the underlying real estate collateral. If the appraised fair value of the collateral securing the loan is below the specified minimum, the Company may be required to make principal payments in order to maintain the required loan-to-value ratios. As of March 31, 2017 and December 31, 2016 , the Company had approximately $168.7 million and $164.0 million , respectively, of loan commitments related to its acquisition, development and construction loans (“ADC”). Of the total loan commitments, approximately $81.4 million and $77.2 million , respectively, was available to the Company. As of March 31, 2017 and December 31, 2016 , the weighted average interest rate on the Company’s outstanding debt was 6.51% and 6.48% , respectively. Interest rates charged under the Company’s variable rate debt are based on the 30-day London Interbank Offered Rate (“LIBOR”) plus a spread ranging from 2.75% to 3.75% or the U.S. Prime rate (“Prime”) plus a spread of 0.99% . The Company’s 2017 Senior Notes (the “2017 Notes”) with $75.0 million in principal outstanding mature in October of 2017, and an additional $30.1 million in ADC loans are also set to mature in the ordinary course of business during 2017. With respect to the $30.1 million in ADC loans, these loans are project specific loans and are scheduled to mature in the ordinary course of closing out of the sales phase for each of these projects and we anticipate the sales proceeds from the designated home closings will provide a more than adequate source of cash for the repayment of these loans. For the 2017 Senior Notes our existing available cash, available borrowing capacity and cash expected to be generated from our backlog of home sales will be sufficient to repay this obligation when due. On October 21, 2014, the Company completed the private offering of $75.0 million in aggregate principal amount of the 8.5% 2017 Notes. The net proceeds from the offering were approximately $72.5 million , after paying the debt issuance costs and offering expenses. The net proceeds from the offering were used for general corporate purposes, including financing construction of homes, acquisition of entitled land, development of lots and working capital. The 2017 Notes were issued under an Indenture, dated as of October 21, 2014 (the “Indenture”), among the Company, certain subsidiary guarantors and Wilmington Trust, National Association, as trustee. The 2017 Notes bear interest at 8.5% per annum, payable on March 31, June 30, September 30 and December 31 of each year. The 2017 Notes mature on October 21, 2017, unless earlier redeemed or repurchased. As of March 31, 2017 , the Company was in compliance with the applicable financial covenants under the Indenture and all of its loan agreements. Notes payable and 2017 Notes consisted of the following (in thousands): Variable Interest Rate: March 31, 2017 December 31, 2016 LIBOR + 3.50% through 2017 (a) 3,894 4,693 LIBOR + 3.75% through 2017 (a) 20,558 31,533 Prime + 0.25% through 2018 (b) 2,338 — LIBOR + 2.75% through 2018 (a) 8,700 10,500 LIBOR + 3.75% through 2018 (a) 42,073 26,444 5.50% through 2017 1,844 2,476 5.00% through 2017 3,807 5,607 Total variable notes payable $ 83,214 $ 81,253 Fixed Interest Rate: March 31, 2017 December 31, 2016 10.00% through 2017 $ — $ 1,604 8.00% through 2018 4,000 4,000 Total fixed notes payable $ 4,000 $ 5,604 Senior notes, net of discount 74,911 74,871 Total notes payable and senior notes $ 162,125 $ 161,728 Debt issuance costs (c) (574 ) (734 ) Total notes payable and senior notes, net $ 161,551 $ 160,994 (a) LIBOR is the 30-day London Interbank Offered Rate. As of March 31, 2017 , LIBOR was 0.98278% . (b) Prime is the U.S Prime Rate. At March 31, 2017 , Prime was 4.00% . (c) Debt issuance costs for non-revolver loans were $0.6 million and $0.7 million as of March 31, 2017 and December 31, 2016 , respectively. As of March 31, 2017 , principal maturities of notes payable and senior notes for the years ending December 31 are as follows: (in thousands) December 31, 2017 $ 105,014 2018 57,111 2019 and thereafter — Total $ 162,125

Fair Value Disclosures

Fair Value Disclosures	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Fair Value Disclosure	FAIR VALUE DISCLOSURES The accounting guidance regarding fair value disclosures defines fair value as the price that would be received for selling an asset or the price paid to transfer a liability in an orderly transaction between market participants at the measurement date under current market conditions. The Company determines the fair values of its financial instruments based on the fair value hierarchy established in accordance with ASC Topic 820 - Fair Value Measurements , which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The classification of a financial asset or liability within the hierarchy is based upon the lowest level input that is significant to the fair value measurement. The fair value hierarchy prioritizes the inputs into three levels that may be used to measure fair value: • Level 1—Quoted prices for identical instruments in active markets • Level 2—Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are inactive; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets at measurement date • Level 3—Valuations derived from techniques where one or more significant inputs or significant value drivers are unobservable in active markets at measurement date Estimated Fair Value of Financial Instruments Not Carried at Fair Value As of March 31, 2017 and December 31, 2016 , the fair values of cash and cash equivalents, accounts payable and receivable approximated their carrying values because of the short-term nature of these assets or liabilities. The estimated fair value of the Company’s debt is based on cash flow models discounted at current market interest rates for similar instruments, which are based on Level 3 inputs. There were no transfers between fair value hierarchy levels during the three months ended March 31, 2017 or the year ended December 31, 2016 . The following presents the carrying value and fair value of the Company’s financial instruments that are not carried at fair value: March 31, 2017 December 31, 2016 (in thousands) Level in Fair Value Hierarchy Carrying Estimated Fair Carrying Estimated Fair Notes payable Level 3 $ 87,214 $ 87,458 $ 86,857 $ 86,843 2017 notes Level 3 74,911 74,900 74,871 74,838 Total debt $ 162,125 $ 162,358 $ 161,728 $ 161,681 The estimated fair value of the Company's debt is the present value of the contractual debt payments, based on cash flow models, discounted at the then-current interest rates, plus an estimate of the then-current credit spread, which is an estimate of the rate at which the Company could obtain replacement debt. These parameters are Level 3 inputs in the fair value hierarchy. To estimate the contractual cash flows, discount rates, and thereby the debt fair value, the Company considers various internal and external factors including: (1) loan economic data, (2) collateral performance, (3) market interest rate data, (4) the discount curve and implied forward rate curve, and (5) other factors, which may include market, region and asset type evaluations. While the Company considered rates on existing and recently closed loan facilities in addition to the current refinancing fixed rate as of March 31, 2017 , these unobservable inputs were not incorporated into its final estimate of fair value. Recurring Financial Instruments Carried at Fair Value The following presents the Company’s recurring financial instruments that are carried at fair value (in thousands): Description Level 1 Level 2 Level 3 Balance at March 31, 2017 Contingent consideration — — $ 360 $ 360 Description Level 1 Level 2 Level 3 Balance at December 31, 2016 Contingent consideration — — $ 360 $ 360 Estimated Fair Value of Contingent Consideration The change in estimated fair value of the contingent consideration relating to our 2014 acquisition of the assets and liabilities of Citizens Homes, Inc. used in the purchase of real estate and the construction and marketing of residential homes in North Carolina, South Carolina and Tennessee (the “Citizens Acquisition”) for the three months ended March 31, 2017 and 2016 consisted of the following (in thousands): Contingent Consideration Balance as of December 31, 2015 $ 2,707 Change in fair value 8 Balance as of March 31, 2016 $ 2,715 Contingent Consideration Balance as of December 31, 2016 $ 360 Change in fair value — Balance as of March 31, 2017 $ 360 The contingent consideration arrangement relating to Citizens Acquisition requires the Company to pay up to a maximum of $6.0 million of additional consideration based upon the achievement of various pre-tax net income performance milestones ("performance milestones") by the assets acquired in the Citizens Acquisition over a five -year period that commenced on April 1, 2014. Payout calculations are made based on calendar year performance except for the sixth payout calculation which will be calculated based on the achievement of performance milestones from January 1, 2019 through March 25, 2019. Payouts are made on an annual basis. The potential undiscounted amount of all future payments that the Company could be required to make under the contingent consideration arrangement is between $0 and $6 million . The fair value of the contingent consideration of $0.4 million as of March 31, 2017 was estimated based on applying the weighted probability of achievement of the performance milestones. There was no change in estimated fair value of the contingent consideration for the three months ended March 31, 2017 . For the three months ended March 31, 2016 , the change in estimated fair value of the contingent consideration was $8,000 . The fair value of the contingent consideration of $0.4 million as of March 31, 2017 was estimated based on significant inputs that are not observable in the market, which ASC Topic 820 - Fair Value Measurements, refers to as Level 3 inputs. Key assumptions include: (1) forecast adjusted pre-tax net income over the contingent consideration period; (2) revenue appreciation; (3) cost inflation; and (4) sales and marketing and general and administrative (“SG&A”) expenses. The estimated revenue appreciation of 4.5% , cost inflation of 1.5% , and SG&A expenses were applied to forecast adjusted net income over the contingent consideration period. The fair value of the contingent consideration of $2.7 million as of March 31, 2016 was estimated based on applying the income approach and a weighted probability of achievement of the performance milestones. The estimated fair value of the contingent consideration was calculated by using a Monte Carlo simulation. The measurement is based on significant inputs that are not observable in the market, which ASC Topic 820 - Fair Value Measurements, refers to as Level 3 inputs. Key assumptions include: (1) forecast adjusted pre-tax net income over the contingent consideration period; (2) risk-adjusted discount rate reflecting the risk inherent in the forecast adjusted pre-tax net income; (3) risk-free interest rates; (4) volatility of adjusted pre-tax net income; and (5) the Company’s credit spread. The risk-adjusted discount rate applied to forecast adjusted net income was 12.7% plus the applicable risk-free rate, resulting in a discount rate ranging from 12.7% to 13.2% over the contingent consideration period. The estimated volatility rate of 18.6% and a credit spread of 11.0% were applied to forecast adjusted net income over the contingent consideration period. Non-Financial Instruments Carried at Fair Value Non-financial assets and liabilities include items such as inventory and long lived assets that are measured at fair value, on a nonrecurring basis, when events and circumstances indicate the carrying value is not recoverable. Non-Recurring Estimated Fair Value of Real Estate Inventories The following presents the Company’s non-financial instruments that were measured at fair value, on a non-recurring basis, by level within the fair value hierarchy (in thousands): Description Level 1 Level 2 Level 3 Total Impairment During the Three Months Ended March 31, 2017 Real estate and development costs - Glenmoor model home $ — $ 102 Description Level 1 Level 2 Level 3 Total Impairment During the Year Ended December 31, 2016 Real estate and development costs - Heathers at Westport project $ 1,066 $ 192 Real estate and development costs - Sundance project $ 5,782 $ 2,397 For the three months ended March 31, 2017 , the Company had a non-recurring fair value measurement that resulted in a real estate impairment loss at its Glenmoor project in South Carolina. During the three months ended March 31, 2017 , the Company recorded an impairment loss of $0.1 million with respect to the Company’s real estate inventories at Glenmoor for the model home that suffered damages due to a fire. The carrying value of Glenmoor model home was written down to its fair value. See Note 1 , “Organization, Basis of Presentation and Summary of Significant Accounting Policies” to the accompanying unaudited condensed consolidated financial statements for further discussion on impairment of real estate inventories. There were no such real estate impairment losses recorded for the three months ended March 31, 2016 . There were no other non-financial fair value measurements for the three months ended March 31, 2017 and year ended December 31, 2016 .

Equity

Equity	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Equity	EQUITY Noncontrolling Interest As of March 31, 2017 and December 31, 2016 , the Company held an economic interest in UCP, LLC and is its sole managing member of approximately 43.3% and 43.2% , respectively. The noncontrolling interest reported in the accompanying unaudited condensed consolidated financial statements includes PICO’s 56.7% and 56.8% share of the income related to UCP, LLC as of March 31, 2017 and December 31, 2016 , respectively. The carrying value and ending balance as of March 31, 2017 and December 31, 2016 of the noncontrolling interest was calculated as follows (in thousands): March 31, 2017 December 31, 2016 Beginning balance of noncontrolling interest $ 126,258 $ 127,208 Net income attributable to noncontrolling interest 2,310 5,210 Re-allocation of stock issuances (411 ) (1,962 ) Stock-based compensation expense attributable to noncontrolling interest 236 657 Stock issuance attributable to noncontrolling interest (158 ) (25 ) Distribution to noncontrolling interest (1,909 ) (4,830 ) Ending balance of noncontrolling interest $ 126,326 $ 126,258 The distribution to the noncontrolling interest relates to cash distributions, which we refer to as “tax distributions,” that UCP, LLC is obligated to make as noted in the Company’s Annual Report on Form 10-K that was filed with the SEC on March 3, 2017. Stock Repurchase Program As part of the Board approved Stock Repurchase Program, between June 7, 2016 and June 1, 2018, management is authorized to repurchase up to $5.0 million of the Company’s Class A common stock in open market purchases, privately negotiated transactions or other transactions. The Stock Repurchase Program is subject to prevailing market conditions and other considerations, including our liquidity, the terms of our debt instruments, planned land investment and development spending, acquisition and other investment opportunities and ongoing capital requirements. Since inception of the program through March 31, 2017 , the Company repurchased an aggregate of 146,346 shares of Class A common stock for total consideration of $1.2 million , inclusive of commissions. The remaining value of shares that may be repurchased under the Stock Repurchase Program as of March 31, 2017 is approximately $3.8 million . For the three months ended March 31, 2017 , the Company had no stock repurchases. Re-Allocation from Stock Issuances The Company allocates Class A common stock issued in connection with the vesting of RSUs issued under the UCP, Inc. 2013 Long-Term Incentive Plan (the “LTIP”) and stock-based compensation expense between additional paid-in-capital and noncontrolling interest within its accompanying unaudited condensed consolidated statements of equity. The equity allocations for the noncontrolling interest are based on the economic and voting interest percentages of the Company and its noncontrolling interest holder, PICO. Issuances of Class A common stock for RSUs affect the economic and voting interest percentages, which accordingly are adjusted at the end of each issuance period. The economic and voting interest percentages prevailing during the period are used to determine the current period equity allocations for the noncontrolling interest. Stock-Based Compensation The LTIP was adopted in July 2013 and provides for the grant of equity-based awards, including options to purchase shares of Class A common stock, Class A stock appreciation rights, Class A restricted stock, Class A RSUs and performance awards. The LTIP automatically expires on the tenth anniversary of its effective date. The Company’s board of directors may terminate or amend the LTIP at any time, subject to any stockholder approval required by applicable law, rule or regulation. The number of shares of the Company’s Class A common stock authorized under the LTIP was 1,834,300 shares. To the extent that shares of the Company’s Class A common stock subject to an outstanding option, stock appreciation right, stock award or performance award granted under the LTIP are not issued or delivered by reason of the expiration, termination, cancellation or forfeiture of such award or the settlement of such award in cash, then such shares of the Company’s Class A common stock generally shall again be available under the LTIP, subject to certain exceptions. The RSUs and Options granted to the Company’s employees and certain members of the Company’s board of directors are subject to the following vesting schedule: Grant period Award(s) Granted Grant Recipient(s) Vesting Schedule Year ended December 31, 2014 RSUs and Options Company’s employees a) 10% vested on the first anniversary of the grant date, b) 20% vest on second anniversary of the grant date, c) 30% vest on the third anniversary of the grant date, and d) 40% vest on the fourth anniversary of the grant date Second quarter of 2016 RSUs Company’s employees a) 20% vested on the first anniversary of the grant date, b) 20% vest on second anniversary of the grant date, c) 20% vest on the third anniversary of the grant date, d) 20% vest on the fourth anniversary of the grant date, and e) 20% vest on the fifth anniversary of the grant date Third quarter of 2016 RSUs Certain members of the Company’s board of directors a) 25% vested on August 5, 2016, b) 25% vest on November 4, 2016, c) 25% vest on February 3, 2017, and d) 25% vest on May 4, 2017 First quarter of 2017 RSUs Company’s employees a) 20% vested on the first anniversary of the grant date, b) 20% vest on second anniversary of the grant date, c) 20% vest on the third anniversary of the grant date, d) 20% vest on the fourth anniversary of the grant date, and e) 20% vest on the fifth anniversary of the grant date The grant-date fair value of the RSUs granted during the three months ended March 31, 2017 was $4.5 million . There were no Options granted during the three months ended March 31, 2017 . For the three months ended March 31, 2016 , there were no RSUs nor Options granted. During the three months ended March 31, 2017 , the Company recognized $0.4 million of stock-based compensation expense, which was, included in G&A expenses in the accompanying unaudited condensed consolidated statements of operations and other comprehensive income or loss. For the three months ended March 31, 2016 , the Company recognized $0.2 million of stock-based compensation expense. The following table summarizes the Options activity for the three months ended March 31, 2017 and 2016 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) (1) Outstanding at December 31, 2015 149,605 $ 16.20 8.20 — Options granted — — — — Options exercised — — — — Options forfeited — — — — Outstanding at March 31, 2016 149,605 $ 16.20 7.90 — Outstanding at December 31, 2016 116,652 $ 16.20 7.20 — Options granted — — — — Options exercised — — — — Options forfeited — — — — Outstanding at March 31, 2017 116,652 $ 16.20 6.90 — Options vested and exercisable as of March 31, 2017 69,992 $ 16.20 — — Options expected to vest as of March 31, 2017 46,660 (1) The aggregate intrinsic value is calculated as the amount by which the fair value of the underlying stock exceeds the exercise price of the Option. The fair value of the Company’s Class A common stock as of March 31, 2017 was $10.15 per share. The Company uses the Black-Scholes option pricing model to determine the fair value of Options. The following table summarizes the RSU activity for the three months ended March 31, 2017 and 2016 : Number of Shares Weighted Average Grant Date Fair Value (per share) Outstanding and unvested at December 31, 2015 48,531 $15.99 Granted — — Vested (18,610 ) $16.20 Forfeited — — Outstanding and unvested at March 31, 2016 29,921 $15.86 Outstanding and unvested at December 31, 2016 284,313 $8.88 Granted 383,288 $ 11.70 Vested (85,387 ) $ 9.22 Forfeited — — Outstanding and unvested at March 31, 2017 582,214 $10.69 Unrecognized compensation cost for RSUs and Options issued under the LTIP was $6.1 million (net of estimated forfeitures) as of March 31, 2017 ; approximately $5.8 million of the unrecognized compensation costs related to RSUs and $0.3 million related to Options. The compensation expense is expected to be recognized over a weighted average period of 4.4 years for the RSUs and 0.9 years for the Options.

Segment Information

Segment Information	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Segment Information	SEGMENT INFORMATION The Company segmented its operating activities into two operating segments, West and Southeast, and two reportable segments, Homebuilding and Land development. Operating Segments Reportable Segments State West Homebuilding California, Washington Land development California, Washington Southeast Homebuilding North Carolina, South Carolina, Tennessee Land development North Carolina, South Carolina, Tennessee Each reportable segment includes real estate with similar economic characteristics, including similar historical and expected long-term gross margin percentages, product types, geography, production processes and methods of distribution. The reportable segments follow the same accounting policies as the accompanying unaudited condensed consolidated financial statements described in Note 1 , “Organization, Basis of Presentation and Summary of Significant Accounting Policies.” Operating 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. The Company evaluates the performance of the operating segments based on a number of factors, including, but not limited to, gross margin. “Gross Margin” is defined as operating revenues less cost of sales (cost of construction and acquisition, interest, abandonment, impairment and other cost of sales related expenses). Corporate sales, G&A expense and non-segment gains or losses are reflected within overall corporate expenses, as this constitutes the Company’s primary business objective, supporting all segments. Corporate expenses are not particularly identifiable to any one segment. Financial information relating to reportable segments is as follows: Three months ended March 31, Revenues Gross Margin (in thousands) 2017 2016 2017 2016 Homebuilding West $ 76,969 $ 56,758 $ 14,689 $ 10,313 Southeast 17,033 11,467 2,558 1,706 Total homebuilding 94,002 68,225 17,247 12,019 Land development West 496 — 21 (122 ) Southeast — — — (339 ) Total land development 496 — 21 (461 ) Total $ 94,498 $ 68,225 $ 17,268 $ 11,558 Reconciliation of gross margin to net income is as follows: Three months ended March 31, (in thousands) 2017 2016 Gross margin $ 17,268 $ 11,558 Sales and marketing 5,149 4,076 General and administrative 8,502 7,275 Income from operations 3,617 207 Other income, net 460 28 Net income before income taxes 4,077 235 Provision for income taxes (621 ) (5 ) Net income $ 3,456 $ 230 Total assets for each reportable and operating segment as of March 31, 2017 and December 31, 2016 , are shown in the table as follows: (in thousands) March 31, 2017 December 31, 2016 Homebuilding West $ 273,893 $ 225,770 Southeast 59,659 53,359 Total homebuilding 333,552 279,129 Land development West 55,826 94,078 Southeast — — Total land development 55,826 94,078 Other (a) 52,740 60,899 Total $ 442,118 $ 434,106 (a) Other assets primarily include cash and cash equivalents, deposits, fixed assets, receivables and deferred tax assets which are maintained centrally and used according to the cash flow requirements of all reportable segments.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	COMMITMENTS AND CONTINGENCIES Legal and Regulatory Matters Lawsuits, claims and proceedings have been or may be instituted or asserted against the Company in the normal course of business, including actions brought on behalf of various classes of claimants. The Company is also subject to local, state and federal laws and regulations related to land development activities, home construction standards, sales practices, employment practices and environmental protection. As a result, the Company is subject to periodic examinations or inquiries 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 accrual for these matters is based on facts and circumstances specific to each matter and the Company 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 any eventual loss. If the evaluations indicate loss contingencies that could be material are not probable, but are reasonably possible, disclosure of the nature with an estimate of possible range of losses or a statement that such loss is not reasonably estimable is made. The Company is not involved in any material litigation nor, to the Company's knowledge, is any material litigation threatened against it. As of March 31, 2017 and December 31, 2016 , the Company did not have any accruals for asserted or unasserted matters. Purchase Commitments In the ordinary course of business, we may enter into purchase or option contracts to procure lots for development and construction of homes. We are subject to customary obligations associated with entering into contracts for the purchase of land. These contracts to purchase properties typically require a cash deposit and are generally contingent upon satisfaction of certain requirements by the sellers, including obtaining applicable property and development entitlements. We may also utilize purchase or option contracts with land sellers as a method of acquiring land in staged takedowns to help us manage the financial and market risks associated with land holdings and to reduce the use of funds from corporate financing sources. Purchase or option contracts generally require a non-refundable deposit for the right to acquire lots over a specified period of time at pre-determined prices. We generally have the right to terminate obligations under both purchase or option contracts by forfeiting the cash deposit with no further financial responsibility to the land seller. Purchase contracts provide the Company with an option to purchase land. The ability to enter into option purchase agreements depends on the availability of land that sellers are willing to sell under option takedown arrangements, the availability of capital from financial intermediaries to finance the development of land, general housing market conditions and local market dynamics. As of March 31, 2017 , we had outstanding $10.2 million of cash deposits pertaining to purchase or option contracts for 3,743 lots with an aggregate remaining purchase price of approximately $124.4 million . As of December 31, 2016 , we had outstanding $9.2 million of cash deposits pertaining to purchase or option contracts for 2,607 lots with an aggregate remaining purchase price of approximately $106.0 million . Endangered Species Act The U.S. Fish and Wildlife Service (“USFWS”) has listed the pocket gopher as a threatened species under the Federal Endangered Species Act. This species is present on land owned by UCP in Washington State. The Company believes that this project will incur additional costs relating to the listing of the pocket gopher by USFWS, including potential costs related to (i) acquiring offsite mitigation property, (ii) redesigning the project to incorporate onsite mitigation, and (iii) processing the required approvals with USFWS and the city. During meetings with USFWS, the Company discussed acquiring additional land in the same county to satisfy the mitigation requirements through the purchase and dedication of offsite property. Two specific pieces of agricultural property were identified, and the local USFWS office has informally indicated these properties appear to be suitable to satisfy the mitigation requirements. Based on these discussions, the Company is currently under contract to purchase approximately $955,000 . However, the Company is unable to completely quantify the costs until the mitigation requirements are established by USFWS, either through its general modeling tool, or the approval of an individual habitat conservation plan for the project. The purchase costs of mitigation property are included in the appropriate project budgets. Accordingly, no liability has been recorded at March 31, 2017 . The Company will continue to assess the impact of this regulatory action and will record any future liability as additional information becomes available. Surety Bonds The Company obtains surety bonds from third parties in the normal course of business to ensure completion of certain infrastructure improvements at its projects. The performance bonds secure the completion of projects and/or support of obligations to build community improvements, such as roads, sewers, water systems and other utilities. As of March 31, 2017 and December 31, 2016 , the Company had outstanding surety bonds totaling $23.5 million and $55.2 million , respectively. In the event that any such surety bond issued by a third party is called because the required improvements are not completed, the Company could be obligated to reimburse the issuer of the bond. Performance bonds do not have stated expiration dates. Rather, the Company is released from a performance bond as the underlying performance is completed. We do not expect that a material amount of any currently outstanding performance bonds will be called. Letter of Credit As of March 31, 2017 , the Company had $0.6 million outstanding in a letter of credit as part a bond offering at East Garrison, located in Monterey, California. The Company had $0.6 million outstanding in a letter of credit as of December 31, 2016 . Operating Leases The Company leases some of its offices under non-cancellable operating leases that expire at various dates through 2020 and thereafter. Rent expense for the three months ended March 31, 2017 and 2016 for office space was approximately $0.3 million and $0.4 million , respectively. Future minimum payments under all operating leases for the years ending December 31 are as follows (in thousands): 2017 $ 685 2018 828 2019 403 2020 275 2021 89 Thereafter — Total $ 2,280

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2017
Income Tax Disclosure [Abstract]
Income Taxes	INCOME TAXES The effective tax rate for the three months ended March 31, 2017 and 2016 were based on federal statutory income tax rates, affected by state income taxes, changes in deferred tax assets, changes in valuation allowances, and certain preferential treatment of deductions and credits relating to homebuilding activities. The Company continues to believe that it will be able to realize its deferred tax assets, therefore no valuation allowance was recorded during the three months ended March 31, 2017 . The increase in the year over year income tax provision is primarily as a result of the Company’s full valuation allowance recorded during the three months ended March 31, 2016 , as compared to the three months ended March 31, 2017 . See Note 1 , “Organization, Basis of Presentation and Summary of Significant Accounting Policies--Income Taxes” for a further discussion of income taxes.

Subsequent Event

Subsequent Event	3 Months Ended
	Mar. 31, 2017
Subsequent Events [Abstract]
Subsequent Event	SUBSEQUENT EVENT On April 10, 2017, the Company, Century and Casa Acquisition Corp., a Delaware corporation and a wholly-owned subsidiary of Parent (“Merger Sub”), entered into the Merger Agreement, pursuant to which the Company will be merged with and into Merger Sub (the “Merger”), with Merger Sub continuing as the surviving entity in the Merger. The Board has unanimously approved and declared advisable the Merger Agreement and the transactions contemplated thereby and resolved to recommend that the stockholders of the Company vote to adopt the Merger Agreement and approve the Merger. Subject to the terms and conditions set forth in the Merger Agreement, at the effective time of the Merger (the “Effective Time”), each issued and outstanding share of the Company’s Class A common stock (excluding any shares (i) owned by the Company, Century, Merger Sub or any of their respective wholly-owned subsidiaries or (ii) held by any stockholder who properly demands and perfects his, her or its appraisal rights with respect to such shares) will be converted into the right to receive and become exchangeable for (A) $5.32 in cash, without any interest thereon (the “Cash Consideration”) and (B) 0.2309 (the “Stock Exchange Ratio”) of a share of Century Common Stock. No fractional shares of Century Common Stock will be issued in the Merger, and Company stockholders will receive cash in lieu of any fractional shares. The Merger Agreement provides that, at the Effective Time, each option to purchase shares of the Company’s Class A common stock (a “Company Option”) will be converted into an option (an “Adjusted Option”) to purchase shares of Century Common Stock on the same terms and conditions (including vesting terms, conditions and schedules), with the number of such shares of Century Common Stock equal to the product of (i) the total number of shares of the Company’s Class A common stock underlying such Company Option, multiplied by (ii) the Equity Award Exchange Ratio (as defined in the Merger Agreement and below), and with the exercise price of such Adjusted Option equal to the quotient obtained by dividing (i) the exercise price per share applicable to such Company Option, by (ii) the Equity Award Exchange Ratio. Additionally, at the Effective Time, each restricted stock unit with respect to a share of the Company’s Class A common stock (a “Company Restricted Stock Unit”) will be converted into a restricted stock unit with respect to a share of Century Common Stock on the same terms and conditions (including vesting terms, conditions and schedules), and relating to a number of shares of Century Common Stock equal to the product of (i) the number of shares of the Company’s Class A common stock subject to such Company Restricted Stock Unit, multiplied by (ii) the Equity Award Exchange Ratio, with any fractional shares rounded to the nearest whole number of shares of Century Common Stock. As defined in the Merger Agreement, the term “Equity Award Exchange Ratio” shall be equal to the sum of (i) the Stock Exchange Ratio and (ii) the quotient obtained by dividing (x) the Cash Consideration by (y) the average closing sale price of a share of Century Common Stock as reported on the New York Stock Exchange for the five consecutive trading days ending on and including the second complete trading day immediately preceding the closing of the Merger, rounded to the nearest ten-thousandth. The Merger Agreement contains customary representations and warranties made by each of the Company and Century, and also contains customary pre-closing covenants, including covenants, among others, (i) by the Company to operate its businesses in the ordinary course consistent with past practice and to refrain from taking certain actions without Century’s consent, (ii) by the Company not to solicit, initiate, or knowingly encourage or facilitate and, subject to certain exceptions, not to participate in any discussions or negotiations with, or otherwise knowingly cooperate with, assist, or participate in any effort by, any person (other than Century and Merger Sub) regarding any proposal of an alternative transaction, (iii) by the Company to call and hold a special stockholders meeting and, subject to certain exceptions, require the Board to recommend to the Company’s stockholders that they vote in favor of the adoption of the Merger Agreement and approval of the Merger and (iv) by each of Century, Merger Sub and the Company to use all reasonable efforts to obtain governmental, regulatory and third party approvals. The Merger Agreement contains certain termination rights for each of the Company and Century, including in the event that (i) the parties mutually agree to termination, (ii) the Merger is not consummated on or before October 15, 2017 (the “Outside Date”), (iii) any law or order permanently prohibits consummation of the Merger, (iv) any condition to the obligation of either party to consummate the Merger becomes incapable of satisfaction before the Outside Date, (v) the requisite approval of the Company’s stockholders is not obtained, (vi) either party is in breach of its respective representations and warranties or covenants under the Merger Agreement such that a closing condition is not satisfied (subject to notice and cure and other customary exceptions), (vii) the Board changes its recommendation to the Company’s stockholders or (viii) the Company enters into an agreement providing for a superior alternative transaction. The transaction is expected to close by the end of the third quarter of 2017, subject to customary closing conditions, including adoption of the Merger Agreement by our stockholders at a special meeting. The foregoing description of the Merger Agreement is only a summary, does not purport to be complete and is qualified in its entirety by reference to the full text of the Merger Agreement, which is filed as an exhibit to our Current Report on Form 8-K filed with the SEC on April 11, 2017.

Organization, Basis of Presen20

Organization, Basis of Presentation and Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany accounts have been eliminated in consolidation. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with the accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. These financial statements should be read in conjunction with the Company's audited financial statements for the year ended December 31, 2016 , which are included in the Company’s Annual Report on Form 10-K that was filed with the Securities and Exchange Commission (“SEC”) on March 3, 2017 . The accompanying unaudited condensed consolidated financial statements include all adjustments (consisting of normal recurring adjustments) necessary for the fair presentation of the Company’s results for the interim periods presented. These consolidated and segment results are not necessarily indicative of the Company’s future performance. As an “emerging growth company,” as defined in the Jumpstart Our Business Startups Act of 2012, the Company has taken advantage of certain temporary exemptions from various reporting requirements, including reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements. The Company could be an emerging growth company until the last day of the fiscal year following the fifth anniversary of the July 23, 2013 completion of its initial public offering, although a variety of circumstances can cause it to lose this status earlier.
Use of Estimates in Preparation of Financial Statements	Use of Estimates in Preparation of Financial Statements The preparation of condensed consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the disclosure and reported amounts of assets and liabilities reported at the date of the financial statements and the reported amounts of revenues and expenses for each reporting period. The significant estimates made in the preparation of the Company’s accompanying unaudited condensed consolidated financial statements relate to the assessment of real estate impairments, valuation of assets and liabilities acquired, cost capitalization, accrued obligations, warranty reserves, income taxes and contingent liabilities. While management believes that the carrying value of such assets and liabilities are appropriate as of March 31, 2017 and December 31, 2016 , it is reasonably possible that actual results could differ from the estimates upon which the carrying values were based.
Segment Reporting	Segment Reporting The Company has segmented its operating activities into two operating segments, West and Southeast, and two reportable segments, Homebuilding and Land development. Each reportable segment includes real estate with similar economic characteristics, including similar historical and expected long-term gross margin percentages, product types, geography, production processes and methods of distribution.
Cash and Cash Equivalents and Restricted Cash	Cash and Cash Equivalents and Restricted Cash Cash and cash equivalents include highly liquid instruments purchased with original maturities of three months or less.
Capitalization of Interest	Capitalization of Interest The Company capitalizes interest to real estate inventories during the period that real estate is undergoing development. Interest capitalized as a cost of real estate inventories is included in cost of sales-homebuilding or cost of sales-land development as related homes or real estate are delivered.
Advertising Expenses	Advertising Expenses The Company expenses advertising costs as incurred.
Real Estate Inventories and Cost of Sales	Real Estate Inventories and Cost of Sales The Company capitalizes pre-acquisition costs, the purchase price of real estate, development costs and other allocated costs, including interest, during development and home construction. Pre-acquisition costs, including non-refundable land deposits, are expensed to cost of sales when the Company determines continuation of the related project is not probable. Applicable costs incurred after development or construction is substantially complete are charged to sales and marketing or general and administrative (“G&A”) expenses, as appropriate. Land, development and other common costs are typically allocated to real estate inventories based on the number of homes to be constructed. Direct home construction costs are recorded using the specific identification method. Cost of sales-homebuilding includes the construction costs of each home and all applicable land acquisition, real estate development, capitalized interest and related allocated common costs. Changes to estimated total development costs subsequent to initial home closings in a community are allocated to remaining homes in the community. Cost of sales-land development includes land acquisition and development costs, capitalized interest, impairment charges, abandonment charges for projects that are no longer economically viable, and real estate taxes. Real estate inventories are stated at cost, unless the carrying amount is determined not to be recoverable, in which case real estate inventories are written down to fair value. All real estate inventories are classified as held until the Company commits to a plan to sell the real estate, the real estate can be sold in its present condition, the real estate is being actively marketed for sale and it is probable that the real estate will be sold within twelve months. Homes completed or under construction are included in real estate inventories in the accompanying unaudited condensed consolidated balance sheets at the lower of cost or net realizable value.
Impairment of Real Estate Inventories	Impairment and Abandonment of Real Estate Inventories The Company evaluates real estate inventories for impairment when conditions exist suggesting that the carrying amount of real estate inventories is not fully recoverable and may exceed its fair value. Indicators of impairment include, but are not limited to, significant decreases in local housing market values, decreases in the selling prices of comparable homes, significant decreases in gross margins and sales absorption rates, costs in excess of budget, and actual or projected cash flow losses. The Company prepares and analyzes cash flows at the lowest level for which there are identifiable cash flows that are independent of the cash flows of other groups of assets. When estimating future cash flows of its real estate assets, the Company makes various assumptions, including: (i) expected sales prices and sales incentives (based on, among other things, an estimate of the number of homes available in the market, pricing and incentives, and potential 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 incurred to date and expected to be incurred (including, but not limited to, land and land development costs, home construction costs, indirect construction 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. If events or circumstances indicate that the carrying amount of real estate inventories may be impaired, such impairment will be measured based upon the difference between the carrying amount and the fair value of such asset(s) determined using the estimated future discounted cash flows, excluding interest charges, generated from the use and ultimate disposition of such asset(s). Such losses, if any, are reported within cost of sales for the period. We estimate the fair value of each impaired community by determining the present value of the estimated future cash flows at a discount rate commensurate with the risk of the respective community. In determining the fair value of land held for sale, management considers, among other things, prices for land in recent comparable sale transactions, market analysis studies, which include the estimated price a willing buyer would pay for the land, and recent bona fide offers received from third parties.
Intangible Assets	Intangible Assets Intangible assets with determinable useful lives are amortized on a straight-line basis over the estimated remaining useful lives (ranging from six months to five years), added to the value of land when an intangible option is used to purchase the related land, or expensed in the period when the option is cancelled. Acquired intangible assets with contractual terms are generally amortized over their respective contractual lives. When certain events or changes in operating conditions occur, an impairment assessment is performed for the intangible assets.
Fixed Assets, Net	Fixed Assets, Net Fixed assets are carried at cost, net of accumulated depreciation. Depreciation is computed using the straight-line method over the estimated remaining useful lives of the assets. Computer software and hardware are depreciated over three to five years, office furniture and fixtures are depreciated over five years, vehicles are depreciated over five years and leasehold improvements are depreciated over the shorter of their useful life or lease term and range from one to five years. Maintenance and repairs are charged to expense as incurred, while significant improvements are capitalized. Depreciation expense is included in G&A expenses in the accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss.
Receivables
Homebuilding and Land Development Sales and Income Recognition	Homebuilding, Land Development Sales and Other Revenues Profit Recognition In accordance with applicable guidance under Accounting Standards Codification (“ASC”) Topic 360 - Property, Plant, and Equipment , revenue from home sales and other real estate sales is recorded and any profit is recognized when the respective sales are closed. Sales are closed when all conditions of escrow are met, title passes to the buyer, appropriate consideration is received and collection of associated receivables, if any, is reasonably assured and the Company has no continuing involvement with the sold asset. The Company does not offer financing to any buyers. Sales price incentives are accounted for as a reduction of revenues when the sale is recorded. If the earnings process is not complete, the sale and any related profits are deferred for recognition in future periods. Any profit recorded is based on the calculation of cost of sales, which is dependent on an allocation of costs.
Stock-Based Compensation	Stock-Based Compensation Stock-based compensation expense is measured at the grant date based on the fair value of the award and is recognized as expense over the period during which the awards vest in accordance with applicable guidance under ASC Topic 718 - Compensation - Stock Compensation . See Note 9 , “Equity--Stock-Based Compensation” to the unaudited condensed consolidated financial statements for further discussion on stock-based compensation. As part of the Company’s adoption of Accounting Standards Update 2016-09 (“ASU 2016-09”), Compensation - Stock Compensation (Topic 718) , the classification for the excess income tax benefit from stock based awards is presented as an operating activity on the accompanying unaudited condensed consolidated statements of cash flows. ASU 2016-09 provides clarification for certain share-based payment transactions and the classification of such transactions on the statement of cash flows and requires all amendments within ASU 2016-09 to be adopted in the same period.
Warranty Reserves	Warranty Reserves Estimated future direct warranty costs are accrued and charged to cost of sales-homebuilding in the period in which the related homebuilding revenue is recognized. Amounts accrued are based upon estimates of the amount the Company expects to pay for warranty work. The Company assesses the adequacy of its warranty reserves on a quarterly basis and adjusts the amounts recorded, if necessary, in the period in which the change in estimate occurs. Annually, or more frequently as needed, the Company engages a third-party actuary to assist in the analysis of warranty reserves based on historical data and industry trends for our communities. Warranty reserves are included in accrued liabilities in the accompanying unaudited condensed consolidated balance sheets.
Consolidation of Variable Interest Entities	Consolidation of Variable Interest Entities The Company enters into purchase and option agreements for the purchase of real estate as part of the normal course of business. These purchase and option agreements enable the Company to acquire real estate at one or more future dates at pre-determined prices. The Company believes these acquisition structures reduce its financial risk associated with real estate acquisitions and holdings and allow the Company to better manage its cash position and return metrics. In accordance with ASC Topic 810, " Consolidation ," the Company assesses each purchase agreement to acquire real estate from an entity to determine if a variable interest entity ("VIE") may be created. Although the Company may not have legal title to the underlying land, if the Company determines that it is the primary beneficiary of the VIE, the Company would consolidate the VIE in its accompanying consolidated financial statements and reflect such assets and liabilities as “Real estate inventories not owned.” In determining if the Company is the primary beneficiary, the Company considers, among other things, whether it has the ability to control the activities of the VIE that most significantly impact its economic performance. Such activities include, but are not limited to: the ability to determine the budget or scope of the VIE; the ability to control financing decisions for the VIE; and the ability to acquire or dispose of property owned or controlled by the VIE. Based on the current provisions of the relevant accounting guidance, the Company evaluated its purchase and option agreements for real estate in place as of March 31, 2017 and December 31, 2016 . None met consolidation criteria under the accounting guidance.
Income Taxes	Income Taxes The Company’s provision for income tax expense includes federal and state income taxes currently payable and those deferred because of temporary differences between the income tax and financial reporting basis of the Company’s assets and liabilities. The asset and liability method of accounting for income taxes also requires the Company to reflect the effect of a tax rate change on accumulated deferred income taxes in income in the period in which the change is enacted. The Company evaluates deferred tax assets regularly to determine if adjustments to its valuation allowance are required based on all available positive and negative evidence to consider whether it is more likely than not that any of the deferred tax assets will be realized. If it is more likely than not that some or all of the deferred income tax assets will not be realized, a valuation allowance is recorded. During the three months ended December 31, 2016 , the Company evaluated all available evidence in determining the likelihood that it will be able to realize all or some portion of its deferred tax assets prior to their expiration. Upon completing this evaluation, the Company concluded that it is more likely than not that the Company will be able to realize its deferred tax assets. As of March 31, 2017 , the Company continues to conclude that it is more likely than not that the Company will be able to realize its deferred tax assets. The Company recognizes any uncertain income tax positions on income tax returns at the largest amount that is more-likely-than-not to be sustained upon audit by the relevant taxing authority. An uncertain income tax position will not be recognized unless it has a greater than 50% likelihood of being sustained. The Company recognizes any interest and penalties related to uncertain tax positions in income tax expense. For each of the periods presented, the Company did not record any interest or penalties related to uncertain tax positions.
Price Participation Interests	Price Participation Interests Certain land purchase contracts and other agreements include provisions for additional payments to the land sellers. These additional payments are contingent on certain future outcomes, such as selling homes above a certain preset price or achieving an internal rate of return above a certain preset level. These additional payments, if triggered, are accounted for as cost of sales when they become due, however, they are neither fully determinable, nor due, until the transfer of title to the buyer is complete. Accordingly, no liability is recorded until the sale is complete.
Noncontrolling Interest	Noncontrolling Interest The Company reports the share of the results of operations that are attributable to other owners of its consolidated subsidiaries that are less than wholly-owned as noncontrolling interest in the accompanying unaudited condensed consolidated financial statements. In the accompanying unaudited condensed consolidated statements of operations and comprehensive income or loss, the income or loss attributable to the noncontrolling interest is reported separately, and the accumulated income or loss attributable to the noncontrolling interest, along with any changes in ownership of the subsidiary, is reported as a component of total equity.
Recently Issued Accounting Standards	Recently Issued Accounting Standards There were no new accounting pronouncements as of March 31, 2017 that has had or is expected to have a material impact on the Company’s accompanying unaudited condensed consolidated financial statements. For a further discussion of recently issued accounting standards that are not yet required to be adopted by the Company, see the “Recently Issued Accounting Standards” disclosed in Company’s Annual Report on Form 10-K for the year ended December 31, 2016 that was filed with the SEC on March 3, 2017.

Organization, Basis of Presen21

Organization, Basis of Presentation and Summary of Significant Accounting Policies (Tables)	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Receivables	The detail of receivables is set forth below (in thousands): March 31, 2017 December 31, 2016 Warranty insurance receivables $ 1,118 $ 1,118 Manufacturer rebates 554 454 Reimbursement for land development work 1,760 4,016 Other receivables 245 40 Total $ 3,677 $ 5,628
Schedule of other assets	The detail of other assets is set forth below (in thousands): March 31, 2017 December 31, 2016 Customer deposits in escrow $ 4,475 $ 2,394 Prepaid expenses 942 1,098 Other deposits and prepaid interest 1,595 1,345 Funds held in escrow — 1,490 Other assets 69 — Total $ 7,081 $ 6,327
Schedule of warranty reserves	Changes in warranty reserves are detailed in the table set forth below (in thousands): Three months ended March 31, 2017 2016 Warranty reserves, beginning of period $ 5,642 $ 2,852 Warranty reserves accrued 659 471 Warranty expenditures (175 ) (106 ) Warranty reserves, end of period $ 6,126 $ 3,217

Income Per Share (Tables)

Income Per Share (Tables)	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Schedule of Basic and Diluted Earnings (Loss) Per Share	Basic and diluted net income per share of Class A common stock for the three months ended March 31, 2017 and 2016 have been computed as follows (in thousands, except share and per share amounts): Three months ended March 31, 2017 2016 Numerator Net income attributable to UCP, Inc. $ 1,146 $ 96 Denominator Weighted average number of shares of Class A common stock outstanding - basic 7,950,723 8,021,747 Effect of dilutive securities: RSUs 152,239 854 Total shares for purpose of calculating diluted net income per share 8,102,962 8,022,601 Earnings per share: Net income per share of Class A common stock - basic $ 0.14 $ 0.01 Net income per share of Class A common stock - diluted $ 0.14 $ 0.01
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	The following RSUs and Options issued were excluded in the computation of diluted EPS for the three months ended March 31, 2017 and 2016 because the effect would be anti-dilutive: Three months ended March 31, 2017 2016 Anti-dilutive securities 454,301 190,329

Real Estate Inventories (Tables

Real Estate Inventories (Tables)	3 Months Ended
	Mar. 31, 2017
Real Estate [Abstract]
Schedule of real estate inventory	Real estate inventories consisted of the following (in thousands): March 31, 2017 December 31, 2016 Deposits and pre-acquisition costs $ 10,223 $ 9,232 Land held and land under development 113,004 101,609 Finished lots 73,350 86,622 Homes completed or under construction 165,081 148,627 Model homes 27,721 27,117 Total $ 389,379 $ 373,207
Schedule of interest capitalization	Amounts capitalized to home inventories and land inventories were as follows (in thousands): Three months ended March 31, 2017 2016 Interest expense capitalized as cost of home inventory $ 2,662 $ 2,368 Interest expense capitalized as cost of land inventory 418 575 Total interest expense capitalized 3,080 2,943 Previously capitalized interest expense included in cost of sales - homebuilding (2,350 ) (1,539 ) Previously capitalized interest expense included in cost of sales - land development (11 ) — Net activity of capitalized interest 719 1,404 Capitalized interest expense in beginning inventory 17,659 13,274 Capitalized interest expense in ending inventory $ 18,378 $ 14,678

Fixed Assets, Net (Tables)

Fixed Assets, Net (Tables)	3 Months Ended
	Mar. 31, 2017
Property, Plant and Equipment [Abstract]
Schedule of fixed assets	Net fixed assets consisted of the following (in thousands): March 31, 2017 December 31, 2016 Computer hardware and software $ 2,049 $ 2,043 Office furniture and equipment and leasehold improvements 933 911 Vehicles 161 83 Total 3,143 3,037 Accumulated depreciation (2,288 ) (2,154 ) Fixed assets, net $ 855 $ 883

Intangible Assets (Tables)

Intangible Assets (Tables)	3 Months Ended
	Mar. 31, 2017
Business Combinations [Abstract]
Schedule of Finite-Lived Intangible Assets Acquired as Part of Business Combination	Other purchased intangible assets consisted of the following: March 31, 2017 December 31, 2016 (in thousands) Gross Carrying Amount Accumulated Amortization Ending Balance Gross Carrying Amount Accumulated Amortization Ending Balance Architectural plans $ 170 $ (103 ) $ 67 $ 170 $ (94 ) $ 76 Land option 583 (568 ) 15 583 (558 ) 25 Total $ 753 $ (671 ) $ 82 $ 753 $ (652 ) $ 101
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense	Future estimated amortization expense related to the architectural plans intangibles over the next five years is as follows: (in thousands) December 31, Remainder of 2017 $ 25 2018 34 2019 8 Total $ 67

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	3 Months Ended
	Mar. 31, 2017
Payables and Accruals [Abstract]
Schedule of accounts payable and accrued liabilities	Accrued liabilities consisted of the following (in thousands): (in thousands) March 31, 2017 December 31, 2016 Real estate development cost to complete $ 16,674 $ 10,347 Accrued expenses 5,424 5,855 Warranty reserves ( Note 1 ) 6,126 5,642 Contingent consideration ( Note 11 ) 360 360 Accrued payroll liabilities 2,414 3,138 Total $ 30,998 $ 25,342

Notes Payable and Senior Note27

Notes Payable and Senior Notes, net (Tables)	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
Schedule of debt	Notes payable and 2017 Notes consisted of the following (in thousands): Variable Interest Rate: March 31, 2017 December 31, 2016 LIBOR + 3.50% through 2017 (a) 3,894 4,693 LIBOR + 3.75% through 2017 (a) 20,558 31,533 Prime + 0.25% through 2018 (b) 2,338 — LIBOR + 2.75% through 2018 (a) 8,700 10,500 LIBOR + 3.75% through 2018 (a) 42,073 26,444 5.50% through 2017 1,844 2,476 5.00% through 2017 3,807 5,607 Total variable notes payable $ 83,214 $ 81,253 Fixed Interest Rate: March 31, 2017 December 31, 2016 10.00% through 2017 $ — $ 1,604 8.00% through 2018 4,000 4,000 Total fixed notes payable $ 4,000 $ 5,604 Senior notes, net of discount 74,911 74,871 Total notes payable and senior notes $ 162,125 $ 161,728 Debt issuance costs (c) (574 ) (734 ) Total notes payable and senior notes, net $ 161,551 $ 160,994 (a) LIBOR is the 30-day London Interbank Offered Rate. As of March 31, 2017 , LIBOR was 0.98278% . (b) Prime is the U.S Prime Rate. At March 31, 2017 , Prime was 4.00% . (c) Debt issuance costs for non-revolver loans were $0.6 million and $0.7 million as of March 31, 2017 and December 31, 2016 , respectively.
Schedule of future minimum payments	As of March 31, 2017 , principal maturities of notes payable and senior notes for the years ending December 31 are as follows: (in thousands) December 31, 2017 $ 105,014 2018 57,111 2019 and thereafter — Total $ 162,125

Fair Value Disclosures (Tables)

Fair Value Disclosures (Tables)	3 Months Ended
	Mar. 31, 2017
Fair Value Disclosures [Abstract]
Schedule of financial instruments not carried at fair value	The following presents the carrying value and fair value of the Company’s financial instruments that are not carried at fair value: March 31, 2017 December 31, 2016 (in thousands) Level in Fair Value Hierarchy Carrying Estimated Fair Carrying Estimated Fair Notes payable Level 3 $ 87,214 $ 87,458 $ 86,857 $ 86,843 2017 notes Level 3 74,911 74,900 74,871 74,838 Total debt $ 162,125 $ 162,358 $ 161,728 $ 161,681
Fair Value, Liabilities Measured on Recurring Basis	Recurring Financial Instruments Carried at Fair Value The following presents the Company’s recurring financial instruments that are carried at fair value (in thousands): Description Level 1 Level 2 Level 3 Balance at March 31, 2017 Contingent consideration — — $ 360 $ 360 Description Level 1 Level 2 Level 3 Balance at December 31, 2016 Contingent consideration — — $ 360 $ 360
Schedule of Business Acquisitions by Acquisition, Contingent Consideration	The change in estimated fair value of the contingent consideration relating to our 2014 acquisition of the assets and liabilities of Citizens Homes, Inc. used in the purchase of real estate and the construction and marketing of residential homes in North Carolina, South Carolina and Tennessee (the “Citizens Acquisition”) for the three months ended March 31, 2017 and 2016 consisted of the following (in thousands): Contingent Consideration Balance as of December 31, 2015 $ 2,707 Change in fair value 8 Balance as of March 31, 2016 $ 2,715 Contingent Consideration Balance as of December 31, 2016 $ 360 Change in fair value — Balance as of March 31, 2017 $ 360
Fair Value Measurements, Nonrecurring	The following presents the Company’s non-financial instruments that were measured at fair value, on a non-recurring basis, by level within the fair value hierarchy (in thousands): Description Level 1 Level 2 Level 3 Total Impairment During the Three Months Ended March 31, 2017 Real estate and development costs - Glenmoor model home $ — $ 102 Description Level 1 Level 2 Level 3 Total Impairment During the Year Ended December 31, 2016 Real estate and development costs - Heathers at Westport project $ 1,066 $ 192 Real estate and development costs - Sundance project $ 5,782 $ 2,397

Equity (Tables)

Equity (Tables)	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net	The carrying value and ending balance as of March 31, 2017 and December 31, 2016 of the noncontrolling interest was calculated as follows (in thousands): March 31, 2017 December 31, 2016 Beginning balance of noncontrolling interest $ 126,258 $ 127,208 Net income attributable to noncontrolling interest 2,310 5,210 Re-allocation of stock issuances (411 ) (1,962 ) Stock-based compensation expense attributable to noncontrolling interest 236 657 Stock issuance attributable to noncontrolling interest (158 ) (25 ) Distribution to noncontrolling interest (1,909 ) (4,830 ) Ending balance of noncontrolling interest $ 126,326 $ 126,258
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Summary of share-based activity	The following table summarizes the Options activity for the three months ended March 31, 2017 and 2016 : Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value (in thousands) (1) Outstanding at December 31, 2015 149,605 $ 16.20 8.20 — Options granted — — — — Options exercised — — — — Options forfeited — — — — Outstanding at March 31, 2016 149,605 $ 16.20 7.90 — Outstanding at December 31, 2016 116,652 $ 16.20 7.20 — Options granted — — — — Options exercised — — — — Options forfeited — — — — Outstanding at March 31, 2017 116,652 $ 16.20 6.90 — Options vested and exercisable as of March 31, 2017 69,992 $ 16.20 — — Options expected to vest as of March 31, 2017 46,660 (1) The aggregate intrinsic value is calculated as the amount by which the fair value of the underlying stock exceeds the exercise price of the Option. The fair value of the Company’s Class A common stock as of March 31, 2017 was $10.15 per share.
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Summary of share-based activity	The following table summarizes the RSU activity for the three months ended March 31, 2017 and 2016 : Number of Shares Weighted Average Grant Date Fair Value (per share) Outstanding and unvested at December 31, 2015 48,531 $15.99 Granted — — Vested (18,610 ) $16.20 Forfeited — — Outstanding and unvested at March 31, 2016 29,921 $15.86 Outstanding and unvested at December 31, 2016 284,313 $8.88 Granted 383,288 $ 11.70 Vested (85,387 ) $ 9.22 Forfeited — — Outstanding and unvested at March 31, 2017 582,214 $10.69

Segment Information (Tables)

Segment Information (Tables)	3 Months Ended
	Mar. 31, 2017
Segment Reporting [Abstract]
Schedule of financial information relating to segments	Reconciliation of gross margin to net income is as follows: Three months ended March 31, (in thousands) 2017 2016 Gross margin $ 17,268 $ 11,558 Sales and marketing 5,149 4,076 General and administrative 8,502 7,275 Income from operations 3,617 207 Other income, net 460 28 Net income before income taxes 4,077 235 Provision for income taxes (621 ) (5 ) Net income $ 3,456 $ 230 Total assets for each reportable and operating segment as of March 31, 2017 and December 31, 2016 , are shown in the table as follows: (in thousands) March 31, 2017 December 31, 2016 Homebuilding West $ 273,893 $ 225,770 Southeast 59,659 53,359 Total homebuilding 333,552 279,129 Land development West 55,826 94,078 Southeast — — Total land development 55,826 94,078 Other (a) 52,740 60,899 Total $ 442,118 $ 434,106 (a) Other assets primarily include cash and cash equivalents, deposits, fixed assets, receivables and deferred tax assets which are maintained centrally and used according to the cash flow requirements of all reportable segments. Financial information relating to reportable segments is as follows: Three months ended March 31, Revenues Gross Margin (in thousands) 2017 2016 2017 2016 Homebuilding West $ 76,969 $ 56,758 $ 14,689 $ 10,313 Southeast 17,033 11,467 2,558 1,706 Total homebuilding 94,002 68,225 17,247 12,019 Land development West 496 — 21 (122 ) Southeast — — — (339 ) Total land development 496 — 21 (461 ) Total $ 94,498 $ 68,225 $ 17,268 $ 11,558

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Schedule of Future Minimum Rental Payments for Operating Leases	Future minimum payments under all operating leases for the years ending December 31 are as follows (in thousands): 2017 $ 685 2018 828 2019 403 2020 275 2021 89 Thereafter — Total $ 2,280

Organization, Basis of Presen32

Organization, Basis of Presentation and Summary of Significant Accounting Policies - (Details)	Apr. 10, 2017director$ / shares	Mar. 29, 2017director	Mar. 31, 2017USD ($)directorsegmentregion$ / shares	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)$ / shares	Jun. 06, 2016USD ($)	Dec. 31, 2015USD ($)
Property, Plant and Equipment [Line Items]
Number of geographic regions | region			2
Economic interest percentage			56.70%		56.80%
Number of operating segments | region			2
Number of reportable segments | segment			2
Money market deposits			$ 15,100,000		$ 15,100,000
Restricted cash			1,547,000		$ 1,547,000
Advertising expense			200,000	$ 400,000
Impairment on real estate			102,000	0
Abandonment charges			$ 102,000	419,000
Weighted average amortization period of intangible assets (duration)			5 years
Authorized amount						$ 5,000,000
Subsidiaries
Property, Plant and Equipment [Line Items]
Noncontrolling interest			56.70%		56.80%
Computer hardware and software
Property, Plant and Equipment [Line Items]
Fixed asset useful life			3 years
Furniture and Fixtures
Property, Plant and Equipment [Line Items]
Fixed asset useful life			5 years
Vehicles
Property, Plant and Equipment [Line Items]
Fixed asset useful life			5 years
Heathersport
Property, Plant and Equipment [Line Items]
Impairment on real estate			$ 100,000		$ 192,000
Minimum
Property, Plant and Equipment [Line Items]
Weighted average amortization period of intangible assets (duration)			6 months
Minimum | Leasehold Improvements
Property, Plant and Equipment [Line Items]
Fixed asset useful life			1 year
Maximum
Property, Plant and Equipment [Line Items]
Weighted average amortization period of intangible assets (duration)			5 years
Maximum | Computer hardware and software
Property, Plant and Equipment [Line Items]
Fixed asset useful life			5 years
Maximum | Leasehold Improvements
Property, Plant and Equipment [Line Items]
Fixed asset useful life			5 years
Affiliated Entity
Property, Plant and Equipment [Line Items]
Number of board members | director		6	2
Minimum voting interests required			25.00%
Right to cash savings on income tax			85.00%
Abandonment charges			$ 0	$ 15,000
UCP LLC
Property, Plant and Equipment [Line Items]
Economic interest percentage			43.30%
Accounting Standards Update 2016-18
Property, Plant and Equipment [Line Items]
Increase to cash							$ 900,000
Subsequent Event
Property, Plant and Equipment [Line Items]
Right to cash ($ per share) | $ / shares	$ 5.32
Stock exchange ratio	0.2309
Voting agreement, threshold	28.00%
Subsequent Event | Century Communities, Inc.
Property, Plant and Equipment [Line Items]
Common stock, par value (in dollars per share) | $ / shares	$ 0.01
Subsequent Event | Affiliated Entity
Property, Plant and Equipment [Line Items]
Number of board members | director	7
Class A
Property, Plant and Equipment [Line Items]
Common stock, par value (in dollars per share) | $ / shares			$ 0.01		$ 0.01
Class A | Subsequent Event
Property, Plant and Equipment [Line Items]
Common stock, par value (in dollars per share) | $ / shares	$ 0.01

Organization, Basis of Presen33

Organization, Basis of Presentation and Summary of Significant Accounting Policies - Receivables (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Warranty insurance receivables	$ 1,118	$ 1,118
Manufacturer rebates	554	454
Reimbursement for land development work	1,760	4,016
Other receivables	245	40
Total	$ 3,677	$ 5,628

Organization, Basis of Presen34

Organization, Basis of Presentation and Summary of Significant Accounting Policies - Other Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Customer deposits in escrow	$ 4,475	$ 2,394
Prepaid expenses	942	1,098
Other Deposits	1,595	1,345
Funds held in escrow	0	1,490
Other assets	69	0
Total	$ 7,081	$ 6,327

Organization, Basis of Presen35

Organization, Basis of Presentation and Summary of Significant Accounting Policies - Warranty Reserves (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward]
Warranty reserves, beginning of period	$ 5,642	$ 2,852
Warranty reserves accrued	659	471
Warranty expenditures	(175)	(106)
Warranty reserves, end of period	$ 6,126	$ 3,217

Income Per Share - (Details)

Income Per Share - (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Numerator
Net income attributable to UCP, Inc.	$ 1,146	$ 96
Denominator
Weighted average shares of Class A common stock outstanding - basic (in shares)	7,950,723	8,021,747
Effect of dilutive securities:
Total shares for purpose of calculating diluted net income (loss) per share (in shares)	8,102,962	8,022,601
Earnings per share:
Net income (loss) per share of Class A common stock - basic ($ per share)	$ 0.14	$ 0.01
Net income (loss) per share of Class A common stock - diluted ($ per share)	$ 0.14	$ 0.01
RSUs
Effect of dilutive securities:
Incremental shares attributable to dilutive securities (in shares)	152,239	854

Income Per Share - Anti-dilutiv

Income Per Share - Anti-dilutive securities (Details) - shares	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Earnings Per Share [Abstract]
Anti-dilutive securities (in shares)	454,301	190,329

Real Estate Inventories - Real

Real Estate Inventories - Real Estate Inventory (Details) $ in Thousands	Mar. 31, 2017USD ($)lot	Dec. 31, 2016USD ($)lot
Real Estate [Abstract]
Deposits and pre-acquisition costs	$ 10,223	$ 9,232
Land held and land under development	113,004	101,609
Finished lots	73,350	86,622
Homes completed or under construction	165,081	148,627
Model homes	27,721	27,117
Total Inventory	389,379	373,207
Deposits on land purchase contracts	$ 10,200	$ 9,200
Number of land purchase contracts | lot	3,743	2,607
Aggregate land purchase contracts, net	$ 124,400	$ 106,000
Inventory held for sale	29,800	21,100
Under contract	$ 15,200	$ 9,300
Under contract	51.00%	44.10%
Unsold	$ 14,600	$ 11,800
Unsold	49.00%	55.90%

Real Estate Inventories - Inter

Real Estate Inventories - Interest Capitalization (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Real Estate Inventory, Capitalized Interest Costs [Roll Forward]
Interest expense capitalized as cost of home inventory	$ 2,662	$ 2,368
Interest expense capitalized as cost of land inventory	418	575
Total interest expense capitalized	3,080	2,943
Previously capitalized interest expense included in cost of sales - homebuilding	(2,350)	(1,539)
Previously capitalized interest expense included in cost of sales - land development	(11)	0
Net activity of capitalized interest	719	1,404
Capitalized interest expense in beginning inventory	17,659	13,274
Capitalized interest expense in ending inventory	$ 18,378	$ 14,678

Fixed Assets, Net - (Details)

Fixed Assets, Net - (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Property, Plant and Equipment [Line Items]
Fixed assets, gross	$ 3,143		$ 3,037
Accumulated depreciation	(2,288)		(2,154)
Fixed assets, net	855		883
Depreciation	135	$ 147
Computer hardware and software
Property, Plant and Equipment [Line Items]
Fixed assets, gross	2,049		2,043
Office furniture and equipment and leasehold improvements
Property, Plant and Equipment [Line Items]
Fixed assets, gross	933		911
Vehicles
Property, Plant and Equipment [Line Items]
Fixed assets, gross	$ 161		$ 83

Intangible Assets (Details)

Intangible Assets (Details) - USD ($)	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Business Acquisition [Line Items]
Weighted average amortization period of intangible assets (duration)	5 years
Exercise of land purchase options acquired with acquisition of business	$ 10,000	$ 6,000
Abandonment charges	102,000	419,000
Trademarks and trade names
Business Acquisition [Line Items]
Amortization of intangibles	8,500
Land option
Business Acquisition [Line Items]
Exercise of land purchase options acquired with acquisition of business	10,000	20,000
Citizens Homes, Inc.
Business Acquisition [Line Items]
Abandonment charges	100,000	400,000
Citizens Homes, Inc. | Trademarks and trade names
Business Acquisition [Line Items]
Amortization of intangibles		8,500
Affiliated Entity
Business Acquisition [Line Items]
Abandonment charges	$ 0	$ 15,000

Intangible Assets - Intangible

Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Business Acquisition [Line Items]
Ending Balance	$ 82	$ 101
Citizens Homes, Inc.
Business Acquisition [Line Items]
Gross Carrying Amount	753	753
Accumulated Amortization	(671)	(652)
Ending Balance	82	101
Architectural plans | Citizens Homes, Inc.
Business Acquisition [Line Items]
Gross Carrying Amount	170	170
Accumulated Amortization	(103)	(94)
Ending Balance	67	76
Land option | Citizens Homes, Inc.
Business Acquisition [Line Items]
Gross Carrying Amount	583	583
Accumulated Amortization	(568)	(558)
Ending Balance	$ 15	$ 25

Intangible Assets - Future Amor

Intangible Assets - Future Amortization Expense (Details) - Citizens Homes, Inc. $ in Thousands	Mar. 31, 2017USD ($)
Business Acquisition [Line Items]
2,017	$ 25
2,018	34
2,019	8
Total	$ 67

Accrued Liabilities - (Details)

Accrued Liabilities - (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016	Mar. 31, 2016	Dec. 31, 2015
Payables and Accruals [Abstract]
Real estate development cost to complete	$ 16,674	$ 10,347
Accrued expenses	5,424	5,855
Warranty reserves	6,126	5,642	$ 3,217	$ 2,852
Contingent consideration	360	360
Accrued payroll liabilities	2,414	3,138
Total	$ 30,998	$ 25,342

Notes Payable and Senior Note45

Notes Payable and Senior Notes, net (Details) - USD ($)	Oct. 21, 2014	Mar. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Aggregate loan commitments		$ 168,700,000	$ 164,000,000
Unused loan commitments		$ 81,400,000	$ 77,200,000
Weighted average interest rate		6.51%	6.48%
Prime Rate
Debt Instrument [Line Items]
Basis spread		0.98833%
2017 notes
Debt Instrument [Line Items]
ADC loans		$ 30,100,000
2017 notes | 8.5% Senior Notes Due in 2017
Debt Instrument [Line Items]
Face amount	$ 75,000,000
Interest rate	8.50%	8.50%
Proceeds	$ 72,500,000
Minimum | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread		2.75%
Maximum | London Interbank Offered Rate (LIBOR)
Debt Instrument [Line Items]
Basis spread		3.75%

Notes Payable and Senior Note46

Notes Payable and Senior Notes, net - Long Term Debt (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Debt Instrument [Line Items]
Debt	$ 162,125	$ 161,728
Total notes payable and senior notes, net	161,551	160,994
Construction Loans
Debt Instrument [Line Items]
Debt	83,214	81,253
Construction Loans | LIBOR 3.50% through 2017
Debt Instrument [Line Items]
Debt	$ 3,894	4,693
Interest rate	3.50%
Construction Loans | 3.75% Through 2017
Debt Instrument [Line Items]
Debt	$ 20,558	31,533
Interest rate	3.75%
Construction Loans | Prime Plus .25% Through 2018
Debt Instrument [Line Items]
Debt	$ 2,338	0
Interest rate	0.25%
Construction Loans | LIBOR Plus 2.75% Through 2018
Debt Instrument [Line Items]
Debt	$ 8,700	10,500
Interest rate	2.75%
Construction Loans | 3.75% Through 2018
Debt Instrument [Line Items]
Debt	$ 42,073	26,444
Interest rate	3.75%
Construction Loans | 5.50% through 2017
Debt Instrument [Line Items]
Debt	$ 1,844	2,476
Interest rate	5.50%
Construction Loans | 5.00% through 2017
Debt Instrument [Line Items]
Debt	$ 3,807	5,607
Interest rate	5.00%
Notes payable
Debt Instrument [Line Items]
Debt	$ 4,000	5,604
Notes payable | 10.00% through 2017
Debt Instrument [Line Items]
Debt	$ 0	1,604
Interest rate	10.00%
Notes payable | 8.00% through 2018
Debt Instrument [Line Items]
Debt	$ 4,000	4,000
Interest rate	8.00%
2017 notes
Debt Instrument [Line Items]
Debt	$ 74,911	74,871
Debt issuance costs	$ (574)	$ (734)

Notes Payable and Senior Note47

Notes Payable and Senior Notes, net - Maturities (Details) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Debt Disclosure [Abstract]
2,017	$ 105,014
2,018	57,111
2019 and thereafter	0
Total	$ 162,125	$ 161,728

Fair Value Disclosures - (Detai

Fair Value Disclosures - (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	$ 161,551,000		$ 160,994,000
Long-term Debt	162,125,000		161,728,000
Business Combination, Contingent Consideration, Change [Roll Forward]
Beginning balance	360,000
Change in fair value	0	$ 8,000
Ending balance	360,000		360,000
Impairment on real estate	102,000	0
Fair Value, Inputs, Level 3
Business Combination, Contingent Consideration, Change [Roll Forward]
Real estate and development costs	0
Heathersport
Business Combination, Contingent Consideration, Change [Roll Forward]
Impairment on real estate	100,000		192,000
Heathersport | Fair Value, Inputs, Level 3
Business Combination, Contingent Consideration, Change [Roll Forward]
Real estate and development costs			1,066,000
Sundance
Business Combination, Contingent Consideration, Change [Roll Forward]
Impairment on real estate			2,397,000
Sundance | Fair Value, Inputs, Level 3
Business Combination, Contingent Consideration, Change [Roll Forward]
Real estate and development costs			5,782,000
Citizens Homes, Inc.
Business Combination, Contingent Consideration, Change [Roll Forward]
Beginning balance	360,000	2,707,000	2,707,000
Ending balance	360,000	$ 2,715,000	360,000
Contingent consideration	$ 6,000,000
Performance period	5 years
Contingent consideration - low	$ 0
Growth rate	4.50%
Cost inflation	1.50%
Citizens Homes, Inc. | Contingent Consideration Liability
Business Combination, Contingent Consideration, Change [Roll Forward]
Discount rate	12.70%
Volatility rate	18.60%
Credit risk	11.00%
Citizens Homes, Inc. | Minimum | Contingent Consideration Liability
Business Combination, Contingent Consideration, Change [Roll Forward]
Discount rate	12.70%
Citizens Homes, Inc. | Maximum | Contingent Consideration Liability
Business Combination, Contingent Consideration, Change [Roll Forward]
Discount rate	13.20%
Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	$ 162,125,000		161,728,000
Estimated Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	162,358,000		161,681,000
Notes payable
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	4,000,000		5,604,000
Notes payable | Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	87,214,000		86,857,000
Notes payable | Estimated Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	87,458,000		86,843,000
2017 notes
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	74,911,000		74,871,000
2017 notes | Carrying Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt			74,871,000
2017 notes | Estimated Fair Value
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Long-term Debt	$ 74,900,000		$ 74,838,000

Equity - Noncontrolling interes

Equity - Noncontrolling interests (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Beginning balance of noncontrolling interest	$ 126,258
Net income attributable to noncontrolling interest	2,310	$ 134
Re-allocation of stock issuances	(411)		$ (1,962)
Distribution to noncontrolling interest	(1,909)
Ending balance of noncontrolling interest	126,326		126,258
Parent Company
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Beginning balance of noncontrolling interest	126,258
Net income attributable to noncontrolling interest	2,310		5,210
Stock-based compensation expense attributable to noncontrolling interest	236		657
Stock issuance attributable to noncontrolling interest	(158)		(25)
Distribution to noncontrolling interest	(1,909)		(4,830)
Ending balance of noncontrolling interest	126,326		126,258
Noncontrolling interest
Stockholders' Equity Attributable to Noncontrolling Interest [Roll Forward]
Beginning balance of noncontrolling interest	126,258	127,208	127,208
Distribution to noncontrolling interest	(1,909)
Ending balance of noncontrolling interest	$ 126,326	$ 127,422	$ 126,258

Equity (Details)

Equity (Details) - USD ($)	3 Months Ended	10 Months Ended
	Mar. 31, 2017	Mar. 31, 2017	Dec. 31, 2016	Jun. 06, 2016
Equity [Abstract]
Interest not controlled by parent	43.30%	43.30%	43.20%
Economic interest percentage	56.70%	56.70%	56.80%
Class of Stock [Line Items]
Authorized amount				$ 5,000,000
Remaining authorized amount	$ 3,800,000	$ 3,800,000
Common Stock | Class A
Class of Stock [Line Items]
Repurchase of common stock (shares)	0	146,346
Treasury Stock
Class of Stock [Line Items]
Stock repurchased		$ 1,200,000

Equity - Stock-Based Comp. Narr

Equity - Stock-Based Comp. Narrative (Details) - USD ($) $ in Millions	3 Months Ended				12 Months Ended
	Mar. 31, 2017	Sep. 30, 2016	Jun. 30, 2016	Mar. 31, 2016	Dec. 31, 2014
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options granted (in shares)	0			0
Unrecognized compensation costs	$ 6.1
General and Administrative Expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share based compensation	$ 0.4			$ 0.2
First anniversary
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting, percentage	20.00%	25.00%	20.00%		10.00%
Second anniversary
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting, percentage	20.00%	25.00%	20.00%		20.00%
Third anniversary
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting, percentage	20.00%	25.00%	20.00%		30.00%
Fourth anniversary
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting, percentage	20.00%	25.00%	20.00%		40.00%
Fifth Anniversary
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting, percentage	20.00%		20.00%
Stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unrecognized compensation costs	$ 0.3
Unrecognized compensation costs, period for recognition	10 months 28 days
Stock options | Class A
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares that may be issued (in shares)	1,834,300
RSUs
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Fair value	$ 4.5
Granted (in shares)	383,288			0
Unrecognized compensation costs	$ 5.8
Unrecognized compensation costs, period for recognition	4 years 5 months 9 days

Equity - Summary of share-based

Equity - Summary of share-based activity (Details) - $ / shares	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2015
Options Activity: (in shares)
Beginning (in shares)	116,652	149,605	149,605
Options granted (in shares)	0	0
Options exercised (in shares)	0	0
Options forfeited (in shares)	0	0
Ending (in shares)	116,652	149,605	116,652	149,605
Options Weighted Average Exercise Price
Outstanding ($ per share)	$ 16.20	$ 16.20	$ 16.20
Options granted, weighted average exercise price (usd per share)	0	0
Options exercised, weighted average exercise (usd per share)	0	0
Options forfeited, weighted average exercise price (usd per share)	0	0
Outstanding ($ per share)	$ 16.20	$ 16.20	$ 16.20	$ 16.20
Weighted Average Remaining Contractual Term (in years)	6 years 10 months 24 days	7 years 10 months 24 days	7 years 2 months 12 days	8 years 2 months 12 days
Vested and exercisable (shares)	69,992
Vested and exercisable ($ per share)	$ 16.20
Expected to vest (shares)	46,660
Share Price (in dollars per share)	$ 10.15
RSUs
RSUs Shares Activity: (in shares)
Beginning (in shares)	284,313	48,531	48,531
Granted (in shares)	383,288	0
Vested (in shares)	(85,387)	(18,610)
Forfeited (in shares)	0	0
Ending (in shares)	582,214	29,921	284,313	48,531
Weighted Average Grant Date Fair Value (per share)
Outstanding and unvested ($ in shares)	$ 8.88	$ 15.99	$ 15.99
Granted ($ in shares)	11.70	0
Vested ($ in shares)	9.22	16.20
Outstanding and unvested ($ in shares)	$ 10.69	$ 15.86	$ 8.88	$ 15.99

Segment Information - (Details)

Segment Information - (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)segment	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)
Segment Reporting [Abstract]
Number of reportable segments | segment	2
Number of operating segments | segment	2
Segment Reporting Information [Line Items]
Revenues	$ 94,498	$ 68,225
Gross Margin	17,268	11,558
Sales and marketing	5,149	4,076
General and administrative	8,502	7,275
Income from operations	3,617	207
Other income, net	460	28
Net income before income taxes	4,077	235
Provision for income taxes	(621)	(5)
Net income	3,456	230
Assets	442,118		$ 434,106
Homebuilding
Segment Reporting Information [Line Items]
Revenues	94,002	68,225
Gross Margin	17,247	12,019
Assets	333,552		279,129
Land development
Segment Reporting Information [Line Items]
Revenues	496	0
Gross Margin	21	(461)
Assets	55,826		94,078
Other
Segment Reporting Information [Line Items]
Assets	52,740		60,899
West | Homebuilding
Segment Reporting Information [Line Items]
Revenues	76,969	56,758
Gross Margin	14,689	10,313
Assets	273,893		225,770
West | Land development
Segment Reporting Information [Line Items]
Revenues	496	0
Gross Margin	21	(122)
Assets	55,826		94,078
Southeast | Homebuilding
Segment Reporting Information [Line Items]
Revenues	17,033	11,467
Gross Margin	2,558	1,706
Assets	59,659		53,359
Southeast | Land development
Segment Reporting Information [Line Items]
Revenues	0	0
Gross Margin	0	$ (339)
Assets	$ 0		$ 0

Commitments and Contingencies -

Commitments and Contingencies - (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)lotproperty	Mar. 31, 2016USD ($)	Dec. 31, 2016USD ($)lot
Loss Contingencies [Line Items]
Deposits on land purchase contracts	$ 10,200		$ 9,200
Number of land purchase contracts | lot	3,743		2,607
Aggregate land purchase contracts, net	$ 124,400		$ 106,000
Letter of credit	600		600
Rent expense	300	$ 400
Surety Bond
Loss Contingencies [Line Items]
Surety bonds	$ 23,500		$ 55,200
U.S. Fish And Wildlife Service | Washington
Loss Contingencies [Line Items]
Number of properties | property	2
Estimate of additional land purchase cost	$ 955

Commitments and Contingencies55

Commitments and Contingencies - Future Minimum Payments, Operating Leases (Details) $ in Thousands	Mar. 31, 2017USD ($)
Commitments and Contingencies Disclosure [Abstract]
2,017	$ 685
2,018	828
2,019	403
2,020	275
2,021	89
Thereafter	0
Total	$ 2,280

Subsequent Event (Details)

Subsequent Event (Details) - Subsequent Event	Apr. 10, 2017trading_day$ / shares
Subsequent Event [Line Items]
Right to cash ($ per share) | $ / shares	$ 5.32
Stock exchange ratio	0.2309
Number of trading days' stock price used in calculation | trading_day	5