Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2015 | Aug. 04, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2015 | |
Entity Registrant Name | Century Communities, Inc. | |
Entity Central Index Key | 1,576,940 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Trading Symbol | ccs | |
Entity Common Stock, Shares Outstanding | 21,330,428 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Assets | ||
Cash and cash equivalents | $ 32,630 | $ 33,462 |
Accounts receivable | 13,431 | 13,799 |
Inventories | 661,728 | 556,323 |
Prepaid expenses and other assets | 37,571 | 28,796 |
Property and equipment, net | 5,374 | 12,471 |
Deferred tax asset, net | 2,917 | 1,359 |
Amortizable intangible assets, net | 6,103 | 8,632 |
Goodwill | 21,365 | 21,137 |
Total Assets | 781,119 | 675,979 |
Liabilities: | ||
Accounts payable | 9,323 | 17,135 |
Accrued expenses and other liabilities | 84,183 | 64,029 |
Notes payable and revolving line of credit | 304,486 | 229,610 |
Total liabilities | $ 397,992 | $ 310,774 |
Stockholders' equity: | ||
Preferred Stock, $0.01 par value, 50,000,000 shares authorized, none outstanding | ||
Common stock, $0.01 par value, 100,000,000 shares authorized, 21,335,580 and 20,875,547 shares issued and outstanding at June 30, 2015 and December 31, 2014, respectively | $ 213 | $ 209 |
Additional paid-in capital | 338,342 | 336,573 |
Retained earnings | 44,572 | 28,423 |
Total stockholders' equity | 383,127 | 365,205 |
Total liabilities and stockholders' equity | $ 781,119 | $ 675,979 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2015 | Dec. 31, 2014 |
Condensed Consolidated Balance Sheets [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock shares authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock shares issued (in shares) | 21,335,580 | 20,875,547 |
Common stock shares outstanding (in shares) | 21,335,580 | 20,875,547 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Home sales revenues | $ 186,808 | $ 77,328 | $ 341,143 | $ 126,999 |
Land sales revenues | 370 | 370 | ||
Golf course and other revenue | 1,876 | 2,525 | 3,979 | 2,525 |
Total revenue | 189,054 | 79,853 | 345,492 | 129,524 |
Costs and expenses | ||||
Cost of home sales revenues | 150,225 | 58,197 | 275,031 | 95,470 |
Cost of land sales revenues | 365 | 365 | ||
Cost of golf course and other revenue | 1,662 | 2,154 | 3,168 | 2,154 |
Selling, general, and administrative | 22,812 | 11,320 | 43,744 | 18,323 |
Total operating costs and expenses | 175,064 | 71,671 | 322,308 | 115,947 |
Operating income | 13,990 | 8,182 | 23,184 | 13,577 |
Other income (expense): | ||||
Interest income | 21 | 68 | 37 | 137 |
Interest expense | (3) | (11) | (6) | (11) |
Acquisition expense | (15) | (408) | (15) | (803) |
Other income | 308 | 129 | 625 | 257 |
Gain on disposition of assets | 130 | 89 | 130 | 89 |
Income before income tax expense | 14,431 | 8,049 | 23,955 | 13,246 |
Income tax expense | 4,633 | 2,711 | 7,806 | 4,539 |
Net income | $ 9,798 | $ 5,338 | $ 16,149 | $ 8,707 |
Earnings per share: | ||||
Basic and Diluted | $ 0.46 | $ 0.30 | $ 0.76 | $ 0.50 |
Weighted average common shares outstanding: | ||||
Basic and Diluted | 20,556,536 | 17,674,868 | 20,533,237 | 17,376,591 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating activities | ||
Net income | $ 16,149 | $ 8,707 |
Adjustments to reconcile net income to net cash used in operating activities: | ||
Depreciation and amortization | 2,270 | 1,190 |
Stock-based compensation expense | 2,491 | 741 |
Deferred income tax benefit | (1,558) | (647) |
Excess tax benefit on stock-based compensation | (32) | |
Gain on disposition of assets | (130) | (89) |
Changes in assets and liabilities: | ||
Accounts receivable | 510 | (6,615) |
Inventories | (80,878) | (58,110) |
Prepaid expenses and other assets | 520 | (2,826) |
Accounts payable | (7,746) | 880 |
Accrued expenses and other liabilities | (3,788) | 4,680 |
Net cash used in operating activities | (72,160) | (52,121) |
Investing activities | ||
Purchases of property and equipment | (2,153) | (31) |
Proceeds on sale of assets | 1,148 | |
Acquisitions of businesses | (165,379) | |
Net cash used in investing activities | (1,005) | (165,410) |
Financing activities | ||
Borrowings under revolving credit facilities | 75,000 | 99,000 |
Payments on revolving credit facilities | (55,000) | (99,000) |
Proceeds from issuance of senior notes | 58,956 | 198,478 |
Proceeds from issuances of insurance premium notes | 448 | |
Principal payments on notes payable | (4,570) | (263) |
Debt issuance costs | (1,784) | (5,132) |
Net proceeds from issuances of common stock | 82,141 | |
Repurchases of common stock upon vesting of restricted stock awards | (717) | |
Excess tax benefit on stock-based compensation | 32 | |
Net cash provided by financing activities | 72,333 | 275,256 |
Net increase (decrease) in cash and cash equivalents | (832) | 57,725 |
Cash and cash equivalents, Beginning of period | 33,462 | 109,998 |
Cash and cash equivalents, End of period | 32,630 | 167,723 |
Non-cash investing and financing information | ||
Note receivable from sale of Tuscany golf course | 3,000 | |
Supplemental cash flow disclosure | ||
Cash paid for income taxes | 9,273 | 4,514 |
Cash paid for interest, net of amounts capitalized | $ 6 | $ 11 |
Basis Of Presentation
Basis Of Presentation | 6 Months Ended |
Jun. 30, 2015 | |
Basis Of Presentation [Abstract] | |
Basis Of Presentation | 1. Basis of Presentation Century Communities, Inc. (“we” or the “Company”) is engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in metropolitan areas in Colorado, Austin and San Antonio, Texas (which we refer to as “Central Texas”), Houston, Texas, Las Vegas, Nevada, and Atlanta, Georgia. Our homebuilding operations are organized into the following five operating segments based on the geographic markets in which we operate: Atlanta, Central Texas, Colorado, Houston and Nevada. In many of our projects, in addition to building homes, we are responsible for the entitlement and development of the underlying land. The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (which we refer to as “GAAP”) for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission (which we refer to as the “SEC”). In the o pinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of its financial position and results of operations. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The financial statements and related notes do not include all information and footnotes required by GAAP and should be read in conjunction with the consolidated financial statements for the year ended December 31, 2014, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 that was filed with the SEC on March 6, 2015. Principles of Consolidation The consolidated financial statements include the accounts of the Company, as well as all subsidiaries in which we have a controlling interest, and variable interest entities (which we refer to as “VIE’s”) for which the Company is deemed the primary beneficiary. All intercompany accounts and transactions have been eliminated. Reclassifications Certain prior period amounts have been reclassified to conform to our current year’s presentation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates. Recently Issued Accounting Standards In January 2015, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2015-01, “Income Statement — Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” ASU 2015-01 eliminates the concept of extraordinary items from GAAP, but the presentation and disclosure guidance for items that are unusual in nature or occur infrequently will be retained and will be expanded to include items that are both unusual in nature and infrequently occurring. ASU 2015-01 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. A reporting entity may apply ASU 2015-01 prospectively. A reporting entity may also apply ASU 2015-01 retrospectively to all periods presented in the financial statements. Our adoption of ASU 2015-01 is not expected to have a material effect on our consolidated financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis.” ASU 2015-02 updates the analysis that a reporting entity must perform to determine whether to consolidate certain types of legal entities. ASU 2015-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not intend to adopt ASU 2015-02 early, and the adoption thereof is not expected to have a material effect on our consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015-03, “Interest — Imputation of Interest (Subtopic 835-30).” ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for fiscal years beginning after December 15, 2015, and interim periods within fiscal years beginning after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued and the guidance should be applied retrospectively to each period presented. The adoption of ASU 2015-03 will require us to adjust our current presentation of debt issuance costs related to our Senior Notes on our consolidated balance sheets from prepaid expenses and other assets to a reduction of the related liability. We do not intend to adopt ASU 2015-03 early. In May 2015, the FASB issued ASU No. 2015-05, “Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40).” ASU 2015-05 will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement. ASU 2015-05 is effective for public business entities for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. Early adoption is permitted. We do not intend to adopt ASU 2015-05 early, and the adoption thereof is not expected to have a material effect on our consolidated financial statements. |
Reporting Segments
Reporting Segments | 6 Months Ended |
Jun. 30, 2015 | |
Reporting Segments [Abstract] | |
Reporting Segments | 2. Reporting Segments We have identified our Atlanta, Central Texas, Colorado, Houston, and Nevada divisions as reportable operating segments. Corporate is a non-operating segment, as it serves to support our homebuilding operations through functions such as our executive, finance, treasury, human resources, and accounting departments. The following tables summarize total revenue and income before income tax expense by operating segment (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Revenue: Atlanta $ $ — $ $ — Central Texas Colorado Houston — — Nevada Total revenue $ $ $ $ Total income before income tax expense: Atlanta $ $ — $ $ — Central Texas Colorado Houston — — Nevada Corporate Total income before income tax expense $ $ $ $ The following table summarizes total assets by operating segment (in thousands): June 30, December 31, 2015 2014 Atlanta $ $ Central Texas Colorado Houston Nevada Corporate Total assets $ $ Corporate assets include certain cash and cash equivalents, prepaid insurance, deferred financing costs, and certain property and equipment. |
Inventory
Inventory | 6 Months Ended |
Jun. 30, 2015 | |
Inventory [Abstract] | |
Inventory | 3. Inventories Inventories included the following (in thousands): June 30, December 31, 2015 2014 Homes under construction $ $ Land and land development Capitalized interest Total inventories $ $ |
Prepaid Expenses and Other Asse
Prepaid Expenses and Other Assets | 6 Months Ended |
Jun. 30, 2015 | |
Prepaid Expenses and Other Assets [Abstract] | |
Prepaid Expenses and Other Assets | 4. Prepaid Expenses and Other Assets Prepaid expenses and other assets included the following (in thousands): June 30, December 31, 2015 2014 Prepaid insurance $ $ Lot option and escrow deposits Performance deposits Deferred financing costs, net Restricted cash Secured note receivable — Assets held for sale — Other Total prepaid expenses and other assets $ $ |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 6 Months Ended |
Jun. 30, 2015 | |
Accrued Expenses and Other Liabilities [Abstract] | |
Accrued Expenses and Other Liabilities | 5. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities included the following (in thousands): June 30, December 31, 2015 2014 Earnest money deposits $ $ Warranty reserve Accrued compensation costs Land development and home construction accruals Accrued interest Income taxes payable — Billings in excess of collections Real estate taxes payable Earnout liability Liabilities related to assets held for sale — Other Total accrued expenses and other liabilities $ $ |
Warranty Reserve
Warranty Reserve | 6 Months Ended |
Jun. 30, 2015 | |
Warranty Reserve [Abstract] | |
Warranty Reserve | 6. Warranty Reserve Estimated future direct warranty costs are accrued and charged to cost of home sales revenues in the period when the related home sales revenues are recognized. Amounts accrued, which are included in accrued expenses and other liabilities on the consolidated balance sheets, are based upon historical experience rates. We subsequently assess the adequacy of our warranty accrual on a quarterly basis through an internal model that incorporates historical payment trends and adjust the amounts recorded if necessary. Based on favorable warranty payment trends relative to our estimates at the time of home closing, we reduced our warranty reserve by $0.6 million during the three months ended June 30, 2015, which is included as a reduction to cost of homes sales revenues on our consolidated statement of operations. The following table summarizes the changes in our warranty accrual for the three and six months ended June 30, 2015 and 2014 (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Beginning balance $ $ $ $ Warranty reserves assumed in business combinations — — Warranty expense provisions Payments Warranty adjustment — — Ending balance $ $ $ $ |
Notes Payable and Revolving Lin
Notes Payable and Revolving Line of Credit | 6 Months Ended |
Jun. 30, 2015 | |
Notes Payable and Revolving Line of Credit [Abstract] | |
Notes Payable and Revolving Line of Credit | 7. Notes Payable and Revolving Line of Credit Notes payable and revolving line of credit included the following as of June 30, 2015 and December 31, 2014 (in thousands): June 30, December 31, 2015 2014 6.875% senior notes $ $ Revolving line of credit Land development notes Insurance premium notes Capital lease obligations — Total notes payable and revolving line of credit $ $ 6.875% senior notes In May 2014, we completed a private offering of $200.0 million in aggregate principal amount of 6.875% senior notes due 2022 (which we refer to as the “Initial Senior Notes”). The Initial Senior Notes were issued at a price equal to 99.239% of their principal amount, and we received net proceeds of approximately $193.3 million. In February 2015, we completed an offer to exchange $200.0 million in aggregate principal amount of our 6.875% senior notes due 2022 , which are registered under the Securities Act (which we refer to as the “Exchange Notes”), for all of the Initial Senior Notes. The terms of the Exchange Notes are identical in all material respects to the Initial Senior Notes, except that the Exchange Notes are registered under the Securities Act and the transfer restrictions, registration rights, and additional interest provisions applicable to the Initial Senior Notes do not apply to the Exchange Notes. The Exchange Notes carry a coupon of 6.875% per annum. The Exchange Notes are unsecured senior obligations which are guaranteed on an unsecured senior basis by certain of our current and future subsidiaries. The Exchange Notes contain certain restrictive covenants on issuing future secured debt and other transactions but do not contain financial covenants. The principal balance of the Exchange Notes is due May 2022 , with interest only payments due semi-annually in May and November of each year. In April 2015, we completed a private offering of an additional $60 million in aggregate principal amount of our 6.875% senior notes due 2022 (which we refer to as the "Additional Senior Notes") in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended. The Additional Senior Notes were issued at a price equal to 98.26% of their principal amount, and we received net proceeds of approximately $58.6 million. The Additional Senior Notes are additional notes issued under the indenture pursuant to which the initial $200 million in aggregate principal amount of Initial Senior Notes were issued. In connection with the sale and issuance of the Additional Senior Notes, we entered into a registration rights agreement pursuant to which we agreed to effect a registered offer to exchange the Additional Senior Notes for new senior notes (which we refer to as the “Additional Exchange Notes”) having terms substantially identical in all material respects to the Additional Senior Notes, except that the Additional Exchange Notes will be registered under the Securities Act and the transfer restrictions, registration rights, and additional interest provisions applicable to the Additional Senior Notes will not apply to the Additional Exchange Notes. The Exchange Notes and the Additional Senior Notes have substantially identical terms and are treated as a single series of notes under the indenture. Following consummation of the exchange offer contemplated under the registration rights agreement, we expect that the Additional Exchange Notes will bear the same CUSIP number as the Exchange Notes and will be fungible with the Exchange Notes. We refer to the Exchange Notes and the Additional Senior Notes, collectively, as the “Senior Notes.” Revolving line of credit On October 21, 2014, we entered into a credit agreement with Texas Capital Bank, National Association, as Administrative Agent and L/C Issuer, and the lenders from time to time party thereto (which we refer to as the “Credit Agreement”). The Credit Agreement provides us with a revolving line of credit of up to $120 million (which we refer to as the “Revolving Credit Facility”). Unless terminated earlier, the Revolving Credit Facility will mature on October 21, 2017 , and the principal amount thereunder, together with all accrued unpaid interest and other amounts owing thereunder, if any, will be payable in full on such date. We may request a 12 -month extension of the maturity date subject to the approval of the lenders and the Administrative Agent. Under the terms of the Credit Agreement, we are entitled to request an increase in the size of the Revolving Credit Facility by an amount not exceeding $80 million. If the existing lenders elect not to provide the full amount of a requested increase, we may invite one or more other lender(s) to become a party to the Credit Agreement, subject to the approval of the Administrative Agent and L/C Issuer. The Credit Agreement includes a letter of credit sublimit of $20 million. The obligations under the Revolving Credit Facility are guaranteed by substantially all of our operating subsidiaries. Borrowings under the Revolving Credit Facility bear interest at a floating rate equal to LIBOR plus an applicable margin between 2.75% and 3.25% per annum, or, in the Administrative Agent’s discretion, a base rate plus an applicable margin between 1.75% and 2.25% per annum. At June 30, 2015 , we had $40 million outstanding under the Credit Agreement, which accrued interest at 2.93% . Other financing obligations The Company has four land development notes with maturity dates ranging from September 2015 to April 2016 , with interest only payments ranging from 0.5% to 5.0%, and four insurance premium notes which accrue interest at 3.89% and have maturity dates ranging from November 2015 to March 2016 . |
Interest
Interest | 6 Months Ended |
Jun. 30, 2015 | |
Interest [Abstract] | |
Interest | 8. Interest Interest is capitalized to inventories while the related communities are being actively developed and until homes are completed. As our qualifying assets exceeded our outstanding debt during the three and six months ended June 30, 2015 and 2014 , we capitalized all interest costs incurred during these periods, except for interest incurred on capital leases of equipment related to our golf course operations. Our interest costs are as follows (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Interest capitalized beginning of period $ $ $ $ Interest capitalized during period Less: capitalized interest in cost of sales Interest capitalized end of period $ $ $ $ |
2014 Business Combination
2014 Business Combination | 6 Months Ended |
Jun. 30, 2015 | |
2014 Business Combinations [Abstract] | |
2014 Business Combinations | 9. 2014 Business Combinations Acquisition of Las Vegas Land Holdings, LLC On April 1, 2014, we purchased substantially all of the assets and operations of Las Vegas Land Holdings, LLC (which we refer to as “LVLH”), a homebuilder with operations in Las Vegas, Nevada, for a purchase price of approximately $165 million. The acquired assets consisted of 1,761 lots within five single-family communities in the greater Las Vegas, Nevada metropolitan area. The 1,761 lots included 57 homes in backlog, 17 model homes and three custom lots. In addition, we acquired two fully operational golf courses and two one-acre commercial plots. As the acquired assets and processes have the ability to create outputs in the form of revenue from the sale of single family residences, we concluded that the acquisition represents a business combination. We incurred $0.8 million in acquisition-related costs in connection with the purchase of LVLH. The following table summarizes the final estimate of the fair value of assets acquired and liabilities assumed as of the acquisition date (in thousands): Assets acquired and liabilities assumed Accounts receivable $ Inventories Prepaid expenses and other assets Property and equipment Amortizable intangible assets Goodwill Total assets $ Accounts payable Accrued expenses and other liabilities Notes payable and capital lease obligations Total liabilities $ Acquired inventories consist of both acquired land and work in process inventories. We determined the estimate of fair value for acquired land inventory with the assistance of a third party appraiser primarily using a forecasted cash flow approach for the development, marketing, and sale of each community acquired. Significant assumptions included in our estimate include future per lot development costs, construction and overhead costs, mix of products sold in each community as well as average sales price, and absorption rates. We estimated the fair value of acquired work in process inventories based upon the stage of production of each unit and a gross margin that we believe a market participant would require to complete the remaining development and requisite selling efforts. The stage of production, as of the acquisition date, ranged from finished lots to fully completed single family residences. We estimated a market participant would require a gross margin ranging from 7% to 24% based upon the stage of production of the individual lot. We determined the estimate of fair value for amortizable intangible assets, which includes a non-solicitation agreement, cell phone tower leases, and home plans, with the assistance of a third party valuation firm. Our estimate of the fair value of the non-solicitation agreement, cell phone tower leases, and homes plans was $1.4 million, $1.4 million and $0.3 million, respectively, which will be amortized over 2 years, 16.6 years, and 7 years, respectively. In total, amortizable intangible assets will be amortized over a weighted average life of 9.1 years. We determined that LVLH’s carrying costs approximated fair value for all other acquired assets and assumed liabilities. Goodwill includes the anticipated economic value of the acquired workforce. Approximately $10.5 million of goodwill is expected to be deductible for tax purposes. Acquisition of Grand View Builders On August 12, 2014, we purchased substantially all of the assets and operations of Grand View Builders (which we refer to as “Grand View”) in Houston, Texas for a purchase price of approximately $13 million and annual earnout payments based on a percentage of adjusted pre-tax income over the next two years. As the acquired assets and processes have the ability to create outputs in the form of revenue from the sale of single family residences, we concluded that the acquisition represents a business combination. We incurred $0.1 million in acquisition-related costs in connection with the purchase of Grand View. The following table summarizes the final estimate of the fair value of assets acquired and liabilities assumed as of the acquisition date (in thousands): Assets acquired and liabilities assumed Accounts receivable $ Inventories Prepaid expenses and other assets Property and equipment Amortizable intangible assets Goodwill Total assets $ Accrued expenses and other liabilities (inclusive of earnout liability) Total liabilities $ Acquired inventories consist of both acquired land, work in process and model inventories. We determined the fair value for acquired inventories on a lot by lot basis primarily using a forecasted cash flow approach for the development, marketing, and sale of each lot acquired. Significant assumptions included in our estimate include future construction and overhead costs, sales price, and absorption rates. We estimated the fair value of acquired work in process inventories based upon the stage of production of each unit and a gross margin that we believe a market participant would require to complete the remaining development and requisite selling efforts. The stage of production, as of the acquisition date, ranged from finished lots to fully completed single family residences. We estimated a market participant would require a gross margin ranging from 6% to 18% based upon the stage of production of the individual lot. We determined the estimate of fair value for amortizable intangible assets, which includes a non-compete agreement, a trade name, home plans, and a backlog associated with certain custom home contracts, with the assistance of a third party valuation firm. Our estimate of the fair value of the non-compete agreement, trade name, home plans and backlog was $0.5 million, $1.0 million, $0.1 million, and $0.2 million respectively, which will be amortized over 4 years, 2 years, 7 years, and 1.5 years, respectively. In total, amortizable intangible assets will be amortized over a weighted average life of 2.8 years. The fair value of the earnout on the acquisition date of $2.5 million was determined with the assistance of a third party valuation firm based on probability weighting scenarios and discounting the potential payments which range from $0 to a maximum of $5.3 million. The maximum earnout amount is subject to downward reductions of up to $1.5 million based on the number of future lots acquired over the next two years in our Houston division. The earnout liability is included in accrued expenses and other liabilities on the consolidated balance sheets. We determined that Grand View’s carrying costs approximated fair value for all other acquired assets and assumed liabilities. Goodwill includes the anticipated economic value of the acquired workforce. Approximately $3.7 million of goodwill is expected to be deductible for tax purposes. During the six months ended June 30, 2015 , we recorded measurement period adjustments, which decreased the estimated value of amortizable intangible assets by $0.5 million and decreased the estimated value of inventories by $0.2 million, resulting in an increase in goodwill of $0.7 million. The measurement period adjustments also resulted in a decrease of $0.1 million for the six months ended June 30, 2015 to selling, general, and administrative expenses and a reduction of $0.2 million to cost of home sales revenues on the consolidated statements of operations. Acquisition of Peachtree On November 13, 2014, we acquired substantially all the assets and operations of Peachtree Communities Group, Inc. and its affiliates and subsidiaries (which we refer to as “Peachtree”) , a leading homebuilder in Atlanta, Georgia, for approximately $57 million in cash. The acquired assets include land, homes under construction, model homes and lot option contacts in 36 communities in the greater Atlanta area. As a result of the acquisition, we obtained ownership or control of 2,120 lots in the greater Atlanta market. As the acquired assets and processes have the ability to create outputs in the form of revenue from the sale of single family residences, we concluded that the acquisition represents a business combination. We incurred $0.5 million in acquisition-related costs in connection with the purchase of Peachtree. The following table summarizes the final estimate of the fair value of the assets acquired and liabilities assumed as of the acquisition date (in thousands): Assets acquired and liabilities assumed Accounts receivable $ Inventories Prepaid expenses and other assets Property and equipment Amortizable intangible assets Goodwill Total assets $ Accounts payable Accrued expenses and other liabilities Total liabilities $ Acquired inventories primarily consist of work in process homebuilding inventory in various stages of construction and do not include significant amounts of land held for future development. Accordingly, we estimated the fair value based upon the stage of production of each unit and a gross margin that we believe a market participant would require to complete the remaining development and requisite selling efforts. The stage of production, as of the acquisition date, ranged from finished lots to fully completed single family residences. We estimated a market participant would require a gross margin ranging from 6% to 18% based upon the stage of production of the individual lot. Due to the nature of these estimates combined with uncertainties in the estimation process and the significant volatility in demand for new housing, actual results could differ significantly from such estimates. Intangible assets consist of a non-compete agreement with the former owner of Peachtree, acquired home plans and acquired lot option agreements. The non-compete agreement was valued using a with and with-out approach which estimates the impact on future cash flows with and with-out the non-compete agreement. The difference between the projected cash flows is then discounted in order to estimate the fair value of the non-compete agreement. We estimated a fair value of $3.2 million for the non-compete agreement. Acquired home plans were valued using a replacement cost approach, which resulted in an estimated fair value of $0.2 million. The fair value of the acquired lot option agreements o f $0.6 million was es timated based upon the difference between the contractual lot option purchase prices and the estimated fair value of similar lots on the acquisition date. The non-compete agreement, home plans and lot option agreements will be amortized over 5 , 7 and 3 years, respectively. In total, amortizable intangible assets will be amortized over a weighted average life of 4.8 years. We determined that Peachtree’s carrying costs approximated fair value for all other acquired assets and assumed liabilities. Goodwill includes the anticipated economic value of the acquired workforce. Approximately $17.1 million of goodwill is expected to be deductible for tax purposes. During the three months ended June 30, 2015, we recorded a measurement period adjustment, which increased the estimated value of amortizable intangible assets and decreased the fair value of goodwill by $0.6 million. The measurement period adjustment also resulted in an increase of $0.1 million for the three and six months ended June 30, 2015 to cost of home sales revenues on our consolidated statements of operations. Pro forma Financial Information No pro forma financial information is required for the three and six months ended June 30, 2015 , as our acquisitions of LVLH, Grand View, and Peachtree occurred during 2014. Pro forma financial information for the three and six months ended June 30, 2014 gives effect to and includes the results of our acquisitions of LVLH, Grand View, and Peachtree as if the acquisitions occurred at January 1, 2014. Pro forma income before income tax expense adjusts the operating results of LVLH, Grand View, and Peachtree to reflect the additional costs that would have been recorded assuming the fair value adjustments had been applied as of the beginning of the period presented. The following summarizes pro forma financial information for the three and six months ended June 30, 2014 (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2014 2014 Pro forma revenue $ $ Pro forma income before income tax expense Pro forma income tax expense Pro forma net income |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2015 | |
Income Taxes [Abstract] | |
Income Taxes | 10. Income Taxes At the end of each interim period we are required to estimate our annual effective tax rate for the fiscal year, and use that rate to provide for income taxes for the current year-to-date reporting period. Accordingly, we recorded income tax expense of $4.6 million, and $2.7 million for the three months ended June 30, 2015 and 2014 , respectively. For the six months ended June 30, 2015 and 2014, we recorded $7.8 million and $4.5 million of income tax expense, respectively. Our income tax expense for the three and six months ended June 30, 2015 is based on our estimated annual effective tax rate of approximately 34.4% and certain discreet items, which benefited our effective tax rate by approximately 1.9% and 1.4% for the three and six months ended June 30, 2015, respectively. |
Fair Value Disclosures
Fair Value Disclosures | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | 11. Fair Value Disclosures ASC 820, Fair Value Measurement , defines fair value as the price that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at measurement date and requires assets and liabilities carried at fair value to be classified and disclosed in the following three categories: 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. The following table presents carrying values and estimated fair values of financial instruments (in thousands): June 30, 2015 December 31, 2014 Hierarchy Carrying Fair Value Carrying Fair Value Secured note receivable (1) Level 2 $ $ $ — $ — 6.875% senior notes (2) Level 2 $ $ $ $ Revolving line of credit (3) Level 2 Land development notes (4) Level 2 Insurance premium notes (3) Level 2 Capital lease obligations (3) Level 2 — — Total notes payable and revolving line of credit $ $ $ $ Earnout liability (5) Level 3 $ $ $ $ (1) The carrying amount approximates fair value as the secured note was received in connection with the disposition of the golf course in our Tuscany community in our Nevada operating segment in May 2015 at terms that considered the underlying risks of the note. (2) Estimated fair value of the Initial Senior Notes at December 31, 2014 was based on a cash flow model discounted at market interest rates that considered underlying risks of the debt. At June 30, 2015, the fair values of the Senior Notes also incorporated recent trading activity of the Exchange Notes and Additional Senior Notes in inactive markets. (3) Carrying amount approximates fair value due to short-term nature and interest rate terms. (4) The estimated fair values of the land development notes at June 30, 2015 and December 31, 2014 were based on cash flow models discounted at market interest rates that considered underlying risks of the debt. (5) Recognized in connection with the acquisition of Grand View on August 12, 2014. A Monte Carlo model was used to value the earnout by simulating earnings, applying the terms of the earnout in each simulated path, determining the average payment in each year across all the trials of the simulation, and calculating the sum of the present values of the payments in each year. The primary inputs and key assumptions of this Monte Carlo model included a range of forecasted revenue and gross margin scenarios which increased and decreased by 10.1% from our base case and discount rates ranging from 5.1% to 6.3% . We decreased the liability by $0.5 million and $0.7 million during the three and six months ended June 30, 2015 , respectively, to adjust the carrying value of the earnout to fair value. The decrease is included as a reduction to selling, general and administrative expense on our consolidated statement of operations. The carrying amount of cash and cash equivalents approximates fair value. Non-financial assets and liabilities include items such as inventory and long-lived assets that are measured at fair value when acquired and resulting from impairment, if deemed necessary. |
Stock Based Compensation
Stock Based Compensation | 6 Months Ended |
Jun. 30, 2015 | |
Stock Based Compensation [Abstract] | |
Stock Based Compensation | 12. Stock-Based Compensation Our authorized capital stock consists of 100.0 million shares of common stock, $ 0.01 par value per share, and 50.0 million shares of preferred stock, $ 0.01 par value. As of June 30, 2015 and December 31, 2014 , there were 20.6 and 20. 5 million shares of common stock issued and outstanding , respectively, exclusive of the restricted common stock issued. We also have reserved a total of 1.8 million shares of our common stock for issuance under our First Amended & Restated 2013 Long-Term Incentive Plan, including outstanding awards. During the three months ended June 30, 2015 , we issued 15 thousand shares of restricted common stock awards with a weighted average grant date fair value of $ 19.41 per share. The awards vest over a three year period from the grant date. During the six months ended June 30, 2015, we issued 0.5 million shares of restricted common stock awards with a weighted average grant date fair value of $16.92 per share. The awards vest over a three year period from the grant date. As of June 30, 2015 , 0.8 million shares of restricted common stock were unvested, and $ 11.8 million of unrecognized compensation costs is expected to be recognized over a weighted average period of 2.3 years. During the three months ended June 30, 2015 and 2014 , we recognized stock-based compensation expense of $ 1.4 million and $ 0.4 million, respectively. During the six months ended June 30, 2015 and 2014, we recognized stock-based compensation expense of $ 2.5 million and $ 0.7 million, respectively. Stock-based compensation expense is included in selling, general, and administrative on our consolidated statements of operations. |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 13. Earnings Per Share We use the two-class method of calculating earnings per share (which we refer to as “EPS”) as our non-vested restricted stock awards have non-forfeitable rights to dividends and, accordingly, represent a participating security. The two-class method is an earnings allocation method under which EPS is calculated for each class of common stock and participating security considering both dividends declared (or accumulated) and participation rights in undistributed earnings as if all such earnings had been distributed during the period. The following table sets forth the computation of basic and diluted EPS for the three and six months ended June 30, 2015 and 2014 (in thousands, except share and per share information): Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Numerator Net income $ $ $ $ Less: Undistributed earnings allocated to participating securities Net income allocable to common stockholders $ $ $ $ Denominator Weighted average common shares outstanding - basic and diluted: Earnings per share: Basic and diluted $ $ $ $ |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2015 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 14. Commitments and Contingencies Letters of Credit and Performance Bonds In the normal course of business, the Company posts letters of credit and performance bonds related to our land development performance obligations with local municipalities. As of June 30, 2015 and December 31, 2014 , we had $39.3 million and $34.0 million, respectively, in letters of credit and performance bonds issued and outstanding. Litigation The Company is subject to claims and lawsuits that arise primarily in the ordinary course of business, which consist primarily of construction defect claims. It is the opinion of management that if the claims have merit, parties other than the Company would be, at least in part, liable for the claims, and eventual outcome of these claims will not have a material adverse effect upon our consolidated financial condition, results of operations, or cash flows. When we believe that a loss is probable and estimable, we record a charge to selling, general, and administrative on our consolidated statements of operations for our estimated loss. We do not believe that the ultimate resolution of any claims and lawsuits will have a material adverse effect upon our consolidated financial position, results of operations, or cash flow. |
Disposition of Golf Courses
Disposition of Golf Courses | 6 Months Ended |
Jun. 30, 2015 | |
Disposition of Golf Courses [Abstract] | |
Disposition of Golf Courses | 15. Disposition of Golf Courses On May 26, 2015, we disposed of the operations of the golf course in our Tuscany community in our Nevada operating segment for total consideration of $4.0 million, which included $1.0 million in cash and a $3.0 million secured note, and resulted in a gain on sale of $2 thousand. The secured note accrues interest at rates ranging from 4.5% to 5.5% per annum and requires monthly payments of principal and interest with a balloon payment of $2.5 million of principal in May of 2020 . On May 19, 2015, we initiated our rights under a fixed price put option to dispose of the golf course in our Rhodes Ranch community in our Nevada operating segment for $5.9 million. The fixed price put option requires closing to occur on or before June 1, 2016 . Accordingly, the assets and liabilities of the Rhodes Ranch golf course have been classified as held for sale and presented in prepaid expenses and other assets and accrued expenses and other liabilities on the consolidated balance sheet as of June 30, 2015. |
Supplemental Guarantor Informat
Supplemental Guarantor Information | 6 Months Ended |
Jun. 30, 2015 | |
Supplemental Guarantor Information [Abstract] | |
Supplemental Guarantor Information | 16. Supplemental Guarantor Information In May 2014 and April 2015, we completed private offerings of $200.0 million and $60.0 million, respectively, in aggregate principal amount of our 6.875% senior notes due 2022 (which we refer to collectively as the “Senior Notes”). The Senior Notes are unsecured senior obligations of the Company (which we refer to as “CCS”), which are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by substantially all of our operating subsidiaries (which we refer to as “Guarantors”), which are wholly owned subsidiaries of the Company. The Indenture governing the Senior Notes provides that the guarantees of a Guarantor will be automatically and unconditionally released and discharged: (1) upon any sale, transfer, exchange or other disposition (by merger, consolidation or otherwise) of all of the equity interests of such Guarantor after which the applicable Guarantor is no longer a “Restricted Subsidiary” (as defined in the Indenture), which sale, transfer, exchange or other disposition does not constitute an “Asset Sale” (as defined in the Indenture) or is made in compliance with applicable provisions of the Indenture; (2) upon any sale, transfer, exchange or other disposition (by merger, consolidation or otherwise) of all of the assets of such Guarantor, which sale, transfer, exchange or other disposition does not constitute an Asset Sale or is made in compliance with applicable provisions of the Indenture; provided, that after such sale, transfer, exchange or other disposition, such Guarantor is an “Immaterial Subsidiary” (as defined in the Indenture); (3) unless a default has occurred and is continuing, upon the release or discharge of such Guarantor from its guarantee of any indebtedness for borrowed money of the Company and the Guarantors so long as such Guarantor would not then otherwise be required to provide a guarantee pursuant to the Indenture; provided that if such Guarantor has incurred any indebtedness in reliance on its status as a Guarantor in compliance with applicable provisions of the Indenture, such Guarantor’s obligations under such indebtedness, as the case may be, so incurred are satisfied in full and discharged or are otherwise permitted to be incurred by a Restricted Subsidiary (other than a Guarantor) in compliance with applicable provisions of the Indenture; (4) upon the designation of such Guarantor as an “Unrestricted Subsidiary” (as defined in the Indenture), in accordance with the Indenture; (5) if the Company exercises its legal defeasance option or covenant defeasance option under the Indenture or if the obligations of the Company and the Guarantors are discharged in compliance with applicable provisions of the Indenture, upon such exercise or discharge; or (6) in connection with the dissolution of such Guarantor under applicable law in accordance with the Indenture. As the guarantees were made in connection with the May 2014 and April 2015 private offerings of the Senior Notes, the Guarantors’ condensed financial information is presented as if the guarantees existed during the periods presented. If any Guarantors are released from the guarantees in future periods, the changes are reflected prospectively. In February 2015, we completed an offer to exchange $200.0 million in aggregate principal amount of our 6.875% Senior Notes due 2022, which are registered under the Securities Act (which we refer to as the “Exchange Notes”), for all of the Initial Senior Notes sold and issued in the May 2014 private offering. The terms of the Exchange Notes are identical in all material respects to the Initial Senior Notes, except that the Exchange Notes are registered under the Securities Act and the transfer restrictions, registration rights, and additional interest provisions applicable to the Initial Senior Notes do not apply to the Exchange Notes. We have determined that separate, full financial statements of the Guarantors would not be material to investors and, accordingly, supplemental financial information is presented below: Supplemental Condensed Consolidated Balance Sheet As of June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Assets Cash and cash equivalents $ $ $ — $ — $ Accounts receivable — — Investment in subsidiaries — — — Inventories — — — Prepaid expenses and other assets — — Property and equipment, net — — Deferred tax asset, net — — — Amortizable intangible assets, net — — — Goodwill — — — Total assets $ $ $ — $ $ Liabilities and stockholders’ equity Liabilities: Accounts payable $ — $ $ — $ — $ Accrued expenses and other liabilities — — Note payable and revolving line of credit — — Total liabilities — — Stockholders’ equity: — Total liabilities and stockholders’ equity $ $ $ — $ $ Supplemental Condensed Consolidated Balance Sheet As of December 31, 2014 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Assets Cash and cash equivalents $ $ $ — $ — $ Accounts receivable — — Investment in subsidiaries — — — Inventories — — — Prepaid expenses and other assets — — Property and equipment, net — — Deferred tax asset, net — — — Amortizable intangible assets, net — — — Goodwill — — — Total assets $ $ $ — $ $ Liabilities and stockholders’ equity Liabilities: Accounts payable $ $ $ — $ — $ Accrued expenses and other liabilities — — Note payable and revolving line of credit — — Total liabilities — — Stockholders’ equity: — Total liabilities and stockholders’ equity $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Operations For the Three Months Ended June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — Golf course and other revenue — — — Total revenue — — — Costs and expenses Cost of homes sales revenues — — — Cost of land sales revenues — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — — Interest income — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Operations For the Three Months Ended June 30, 2014 (in thousands) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — — — Golf course and other revenue — — — Total revenue — — — Cost of home sale revenues Cost of homes sales revenues — — — Cost of land sales revenues — — — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — — Interest income — — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Operations For the Six Months Ended June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — Golf course and other revenue — — — Total revenue — — — Costs and expenses Cost of homes sales revenues — — — Cost of land sales revenues — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — — Interest income — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Operations For the Six Months Ended June 30, 2014 (in thousands) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — — — Golf course and other revenue — — — Total revenue — — — Cost of home sale revenues Cost of homes sales revenues — — — Cost of land sales revenues — — — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — Interest income — — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Cash Flows For the Six Months Ended June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Net cash used in operating activities $ $ $ — $ — $ Net cash used in investing activities $ $ $ — $ $ Financing activities Borrowings under revolving credit facilities $ $ — $ — $ — $ Payments on revolving credit facilities — — — Proceeds from issuance of senior notes — — — Proceeds from issuance of insurance premium notes — — — Principal payments on notes payable — — — Debt issuance costs — — — Repurchases of common stock upon vesting of restricted stock awards — — — Payments from (and advances to) parent/subsidiary — — — Net cash provided by financing activities $ $ $ — $ $ Net increase (decrease) in cash and cash equivalents $ $ $ — $ — $ Cash and cash equivalents Beginning of period $ $ $ — $ $ End of period $ $ $ — $ — $ Supplemental Condensed Consolidated Statement of Cash Flows For the Six Months Ended June 30, 2014 (in thousands) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Net cash used in operating activities $ $ $ — $ — $ Net cash used in investing activities $ $ $ — $ $ Financing activities Borrowings under revolving credit facilities $ $ — $ — $ — $ Payments on revolving credit facilities — Proceeds from issuance of senior notes Principal payments on notes payable — — — Debt issuance costs — — — Net proceeds from issuances of common stock — Excess tax benefit on stock-based compensation Payments from (and advances to) parent/subsidiary — — — Net cash provided by financing activities $ $ $ — $ $ Net increase (decrease) in cash and cash equivalents $ $ $ — $ — $ Cash and cash equivalents Beginning of period — — End of period $ $ $ — $ — $ |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Events | 17. Subsequent Events On July 31 , 2015, we entered into a First Modification Agreement (the “ First Modification Agreement ”) with Texas Capital Bank, National Association, as Administrative Agent, the lenders party thereto, and the subsidiary guarantors of the Company party thereto. The First Modification Agreement modifies the Credit Agreement, which provided us with a revolving line of credit of up to $120 million. The First Modification Agreement, among other things, (i) increases the Credit Facility from $120 million to $200 million, (ii) extends the maturity date of the Credit Facility from October 21, 2017 to October 21, 2018 , (iii) admits Bank of America, N.A. as a new lender under the Credit Facility, and (iv) provides an option for the Company to request, from time to time, an additional increase in the amount of the Credit Facility of up to $100 million, subject to the terms and conditions of the First Modification Agreement and the Credit Agreement. |
Basis Of Presentation (Policy)
Basis Of Presentation (Policy) | 6 Months Ended |
Jun. 30, 2015 | |
Basis Of Presentation [Abstract] | |
Basis of Presentation | Basis of Presentation Century Communities, Inc. (“we” or the “Company”) is engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in metropolitan areas in Colorado, Austin and San Antonio, Texas (which we refer to as “Central Texas”), Houston, Texas, Las Vegas, Nevada, and Atlanta, Georgia. Our homebuilding operations are organized into the following five operating segments based on the geographic markets in which we operate: Atlanta, Central Texas, Colorado, Houston and Nevada. In many of our projects, in addition to building homes, we are responsible for the entitlement and development of the underlying land. The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (which we refer to as “GAAP”) for interim financial statements and pursuant to the rules and regulations of the Securities and Exchange Commission (which we refer to as the “SEC”). In the o pinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of its financial position and results of operations. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The financial statements and related notes do not include all information and footnotes required by GAAP and should be read in conjunction with the consolidated financial statements for the year ended December 31, 2014, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2014 that was filed with the SEC on March 6, 2015. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of the Company, as well as all subsidiaries in which we have a controlling interest, and variable interest entities (which we refer to as “VIE’s”) for which the Company is deemed the primary beneficiary. All intercompany accounts and transactions have been eliminated. |
Reclassifications | Reclassifications Certain prior period amounts have been reclassified to conform to our current year’s presentation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In January 2015, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2015-01, “Income Statement — Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items.” ASU 2015-01 eliminates the concept of extraordinary items from GAAP, but the presentation and disclosure guidance for items that are unusual in nature or occur infrequently will be retained and will be expanded to include items that are both unusual in nature and infrequently occurring. ASU 2015-01 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. A reporting entity may apply ASU 2015-01 prospectively. A reporting entity may also apply ASU 2015-01 retrospectively to all periods presented in the financial statements. Our adoption of ASU 2015-01 is not expected to have a material effect on our consolidated financial statements and related disclosures. In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 810): Amendments to the Consolidation Analysis.” ASU 2015-02 updates the analysis that a reporting entity must perform to determine whether to consolidate certain types of legal entities. ASU 2015-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2015. Early adoption is permitted, including adoption in an interim period. We do not intend to adopt ASU 2015-02 early, and the adoption thereof is not expected to have a material effect on our consolidated financial statements and related disclosures. In April 2015, the FASB issued ASU No. 2015-03, “Interest — Imputation of Interest (Subtopic 835-30).” ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. ASU 2015-03 is effective for fiscal years beginning after December 15, 2015, and interim periods within fiscal years beginning after December 15, 2016. Early adoption is permitted for financial statements that have not been previously issued and the guidance should be applied retrospectively to each period presented. The adoption of ASU 2015-03 will require us to adjust our current presentation of debt issuance costs related to our Senior Notes on our consolidated balance sheets from prepaid expenses and other assets to a reduction of the related liability. We do not intend to adopt ASU 2015-03 early. In May 2015, the FASB issued ASU No. 2015-05, “Intangibles — Goodwill and Other — Internal-Use Software (Subtopic 350-40).” ASU 2015-05 will help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement. ASU 2015-05 is effective for public business entities for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. Early adoption is permitted. We do not intend to adopt ASU 2015-05 early, and the adoption thereof is not expected to have a material effect on our consolidated financial statements. |
Reporting Segments (Tables)
Reporting Segments (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Reporting Segments [Abstract] | |
Schedule of Home Sale Revenues and Pretax Income by Segment | Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Revenue: Atlanta $ $ — $ $ — Central Texas Colorado Houston — — Nevada Total revenue $ $ $ $ Total income before income tax expense: Atlanta $ $ — $ $ — Central Texas Colorado Houston — — Nevada Corporate Total income before income tax expense $ $ $ $ |
Schedule of Total Assets by Segment | June 30, December 31, 2015 2014 Atlanta $ $ Central Texas Colorado Houston Nevada Corporate Total assets $ $ |
Inventory (Tables)
Inventory (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Inventory [Abstract] | |
Schedule of Inventories | June 30, December 31, 2015 2014 Homes under construction $ $ Land and land development Capitalized interest Total inventories $ $ |
Prepaid Expenses and Other As26
Prepaid Expenses and Other Assets (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Prepaid Expenses and Other Assets [Abstract] | |
Schedule of Prepaid Expenses and Other Assets | June 30, December 31, 2015 2014 Prepaid insurance $ $ Lot option and escrow deposits Performance deposits Deferred financing costs, net Restricted cash Secured note receivable — Assets held for sale — Other Total prepaid expenses and other assets $ $ |
Accrued Expenses and Other Li27
Accrued Expenses and Other Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Accrued Expenses and Other Liabilities [Abstract] | |
Schedule of Accrued Expenses and Other Liabilities | June 30, December 31, 2015 2014 Earnest money deposits $ $ Warranty reserve Accrued compensation costs Land development and home construction accruals Accrued interest Income taxes payable — Billings in excess of collections Real estate taxes payable Earnout liability Liabilities related to assets held for sale — Other Total accrued expenses and other liabilities $ $ |
Warranty Reserve (Tables)
Warranty Reserve (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Warranty Reserve [Abstract] | |
Schedule Of Changes in Warranty Accrual | Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Beginning balance $ $ $ $ Warranty reserves assumed in business combinations — — Warranty expense provisions Payments Warranty adjustment — — Ending balance $ $ $ $ |
Notes Payable and Revolving L29
Notes Payable and Revolving Line of Credit (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Notes Payable and Revolving Line of Credit [Abstract] | |
Schedule of Notes Payable and Revolving Loan Agreement | June 30, December 31, 2015 2014 6.875% senior notes $ $ Revolving line of credit Land development notes Insurance premium notes Capital lease obligations — Total notes payable and revolving line of credit $ $ |
Interest (Tables)
Interest (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Interest [Abstract] | |
Schedule of Interest Costs | Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Interest capitalized beginning of period $ $ $ $ Interest capitalized during period Less: capitalized interest in cost of sales Interest capitalized end of period $ $ $ $ |
2014 Business Combinations (Tab
2014 Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Pro Forma Financial Information [Abstract] | |
Schedule of Pro Forma Information | Three Months Ended Six Months Ended June 30, June 30, 2014 2014 Pro forma revenue $ $ Pro forma income before income tax expense Pro forma income tax expense Pro forma net income |
Las Vegas Land Holdings [Member] | |
2014 Business Combinations [Line Items] | |
Schedule of Preliminary Recognized Assets Acquired and Liabilities Assumed | Assets acquired and liabilities assumed Accounts receivable $ Inventories Prepaid expenses and other assets Property and equipment Amortizable intangible assets Goodwill Total assets $ Accounts payable Accrued expenses and other liabilities Notes payable and capital lease obligations Total liabilities $ |
Grand View Builders Inc. [Member] | |
2014 Business Combinations [Line Items] | |
Schedule of Preliminary Recognized Assets Acquired and Liabilities Assumed | Assets acquired and liabilities assumed Accounts receivable $ Inventories Prepaid expenses and other assets Property and equipment Amortizable intangible assets Goodwill Total assets $ Accrued expenses and other liabilities (inclusive of earnout liability) Total liabilities $ |
Peachtree Communities [Member] | |
2014 Business Combinations [Line Items] | |
Schedule of Preliminary Recognized Assets Acquired and Liabilities Assumed | Assets acquired and liabilities assumed Accounts receivable $ Inventories Prepaid expenses and other assets Property and equipment Amortizable intangible assets Goodwill Total assets $ Accounts payable Accrued expenses and other liabilities Total liabilities $ |
Fair Value Disclosures (Tables)
Fair Value Disclosures (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Schedule of Carrying Values and Estimated Fair Values of Financial Instruments | June 30, 2015 December 31, 2014 Hierarchy Carrying Fair Value Carrying Fair Value Secured note receivable (1) Level 2 $ $ $ — $ — 6.875% senior notes (2) Level 2 $ $ $ $ Revolving line of credit (3) Level 2 Land development notes (4) Level 2 Insurance premium notes (3) Level 2 Capital lease obligations (3) Level 2 — — Total notes payable and revolving line of credit $ $ $ $ Earnout liability (5) Level 3 $ $ $ $ (1) The carrying amount approximates fair value as the secured note was received in connection with the disposition of the golf course in our Tuscany community in our Nevada operating segment in May 2015 at terms that considered the underlying risks of the note. (2) Estimated fair value of the Initial Senior Notes at December 31, 2014 was based on a cash flow model discounted at market interest rates that considered underlying risks of the debt. At June 30, 2015, the fair values of the Senior Notes also incorporated recent trading activity of the Exchange Notes and Additional Senior Notes in inactive markets. (3) Carrying amount approximates fair value due to short-term nature and interest rate terms. (4) The estimated fair values of the land development notes at June 30, 2015 and December 31, 2014 were based on cash flow models discounted at market interest rates that considered underlying risks of the debt. (5) Recognized in connection with the acquisition of Grand View on August 12, 2014. A Monte Carlo model was used to value the earnout by simulating earnings, applying the terms of the earnout in each simulated path, determining the average payment in each year across all the trials of the simulation, and calculating the sum of the present values of the payments in each year. The primary inputs and key assumptions of this Monte Carlo model included a range of forecasted revenue and gross margin scenarios which increased and decreased by 10.1% from our base case and discount rates ranging from 5.1% to 6.3% . We decreased the liability by $0.5 million and $0.7 million during the three and six months ended June 30, 2015 , respectively, to adjust the carrying value of the earnout to fair value. The decrease is included as a reduction to selling, general and administrative expense on our consolidated statement of operations. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | Three Months Ended Six Months Ended June 30, June 30, 2015 2014 2015 2014 Numerator Net income $ $ $ $ Less: Undistributed earnings allocated to participating securities Net income allocable to common stockholders $ $ $ $ Denominator Weighted average common shares outstanding - basic and diluted: Earnings per share: Basic and diluted $ $ $ $ |
Supplemental Guarantor Inform34
Supplemental Guarantor Information (Tables) | 6 Months Ended |
Jun. 30, 2015 | |
Supplemental Guarantor Information [Abstract] | |
Supplemental Condensed Consolidating Balance Sheet | Supplemental Condensed Consolidated Balance Sheet As of June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Assets Cash and cash equivalents $ $ $ — $ — $ Accounts receivable — — Investment in subsidiaries — — — Inventories — — — Prepaid expenses and other assets — — Property and equipment, net — — Deferred tax asset, net — — — Amortizable intangible assets, net — — — Goodwill — — — Total assets $ $ $ — $ $ Liabilities and stockholders’ equity Liabilities: Accounts payable $ — $ $ — $ — $ Accrued expenses and other liabilities — — Note payable and revolving line of credit — — Total liabilities — — Stockholders’ equity: — Total liabilities and stockholders’ equity $ $ $ — $ $ Supplemental Condensed Consolidated Balance Sheet As of December 31, 2014 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Assets Cash and cash equivalents $ $ $ — $ — $ Accounts receivable — — Investment in subsidiaries — — — Inventories — — — Prepaid expenses and other assets — — Property and equipment, net — — Deferred tax asset, net — — — Amortizable intangible assets, net — — — Goodwill — — — Total assets $ $ $ — $ $ Liabilities and stockholders’ equity Liabilities: Accounts payable $ $ $ — $ — $ Accrued expenses and other liabilities — — Note payable and revolving line of credit — — Total liabilities — — Stockholders’ equity: — Total liabilities and stockholders’ equity $ $ $ — $ $ |
Supplemental Condensed Consolidating Statement of Operations | Supplemental Condensed Consolidated Statement of Operations For the Three Months Ended June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — Golf course and other revenue — — — Total revenue — — — Costs and expenses Cost of homes sales revenues — — — Cost of land sales revenues — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — — Interest income — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Operations For the Three Months Ended June 30, 2014 (in thousands) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — — — Golf course and other revenue — — — Total revenue — — — Cost of home sale revenues Cost of homes sales revenues — — — Cost of land sales revenues — — — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — — Interest income — — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Operations For the Six Months Ended June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — Golf course and other revenue — — — Total revenue — — — Costs and expenses Cost of homes sales revenues — — — Cost of land sales revenues — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — — Interest income — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ Supplemental Condensed Consolidated Statement of Operations For the Six Months Ended June 30, 2014 (in thousands) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Revenue Home sales revenues $ — $ $ — $ — $ Land sales revenues — — — — — Golf course and other revenue — — — Total revenue — — — Cost of home sale revenues Cost of homes sales revenues — — — Cost of land sales revenues — — — — — Cost of golf course and other revenue — — — Selling, general and administrative — — Total operating costs and expenses — — Operating income — — Other income (expense) Equity in earnings from consolidated subsidiaries — — Interest income — — — Interest expense — — — Acquisition expense — — — Other income — — — Gain on disposition of assets — — — Income before income tax expense — Income tax expense — — Net income $ $ $ — $ $ |
Supplemental Condensed Consolidating Statement of Operations Statement of Cash Flow | Supplemental Condensed Consolidated Statement of Cash Flows For the Six Months Ended June 30, 2015 ( in thousands ) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Net cash used in operating activities $ $ $ — $ — $ Net cash used in investing activities $ $ $ — $ $ Financing activities Borrowings under revolving credit facilities $ $ — $ — $ — $ Payments on revolving credit facilities — — — Proceeds from issuance of senior notes — — — Proceeds from issuance of insurance premium notes — — — Principal payments on notes payable — — — Debt issuance costs — — — Repurchases of common stock upon vesting of restricted stock awards — — — Payments from (and advances to) parent/subsidiary — — — Net cash provided by financing activities $ $ $ — $ $ Net increase (decrease) in cash and cash equivalents $ $ $ — $ — $ Cash and cash equivalents Beginning of period $ $ $ — $ $ End of period $ $ $ — $ — $ Supplemental Condensed Consolidated Statement of Cash Flows For the Six Months Ended June 30, 2014 (in thousands) Guarantor Non Guarantor Elimination Consolidated CCS Subsidiaries Subsidiaries Entries CCS Net cash used in operating activities $ $ $ — $ — $ Net cash used in investing activities $ $ $ — $ $ Financing activities Borrowings under revolving credit facilities $ $ — $ — $ — $ Payments on revolving credit facilities — Proceeds from issuance of senior notes Principal payments on notes payable — — — Debt issuance costs — — — Net proceeds from issuances of common stock — Excess tax benefit on stock-based compensation Payments from (and advances to) parent/subsidiary — — — Net cash provided by financing activities $ $ $ — $ $ Net increase (decrease) in cash and cash equivalents $ $ $ — $ — $ Cash and cash equivalents Beginning of period — — End of period $ $ $ — $ — $ |
Basis Of Presentation (Details)
Basis Of Presentation (Details) | 6 Months Ended |
Jun. 30, 2015item | |
Nature of Operations and Summary of Significant Accounting Policies [Abstract] | |
Number of Operating Segments | 5 |
Reporting Segments (Schedule of
Reporting Segments (Schedule of Segment Reporting Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Segment Reporting Information [Line Items] | |||||
Total revenue | $ 189,054 | $ 79,853 | $ 345,492 | $ 129,524 | |
Total income before income tax expense | 14,431 | 8,049 | 23,955 | 13,246 | |
Total assets | 781,119 | 781,119 | $ 675,979 | ||
Atlanta [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 70,260 | 126,900 | |||
Total income before income tax expense | 6,591 | 9,804 | |||
Total assets | 108,682 | 108,682 | 75,434 | ||
Central Texas [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 16,537 | 12,466 | 33,573 | 26,286 | |
Total income before income tax expense | 1,089 | 878 | 3,250 | 2,115 | |
Total assets | 102,971 | 102,971 | 85,083 | ||
Colorado [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 75,309 | 48,347 | 131,128 | 84,198 | |
Total income before income tax expense | 9,624 | 7,947 | 17,519 | 14,236 | |
Total assets | 291,925 | 291,925 | 280,361 | ||
Houston [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 7,085 | 17,490 | |||
Total income before income tax expense | (239) | (654) | |||
Total assets | 41,955 | 41,955 | 28,875 | ||
Nevada [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 19,863 | 19,040 | 36,401 | 19,040 | |
Total income before income tax expense | 2,953 | 2,681 | 4,770 | 2,681 | |
Total assets | 195,549 | 195,549 | 168,401 | ||
Corporate [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total income before income tax expense | (5,587) | $ (3,457) | (10,734) | $ (5,786) | |
Total assets | $ 40,037 | $ 40,037 | $ 37,825 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
Inventory [Abstract] | ||||||
Homes under construction | $ 337,189 | $ 250,104 | ||||
Land and land development | 308,798 | 294,917 | ||||
Capitalized interest | 15,741 | $ 13,600 | 11,302 | $ 5,850 | $ 2,803 | $ 2,820 |
Total inventories | $ 661,728 | $ 556,323 |
Prepaid Expenses and Other As38
Prepaid Expenses and Other Assets (Schedule of Prepaid Expenses and Other Assets) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Prepaid Expenses and Other Assets [Abstract] | ||
Prepaid insurance | $ 6,315 | $ 8,481 |
Lot option and escrow deposits | 6,654 | 4,716 |
Performance deposits | 4,350 | 5,365 |
Deferred financing costs, net | 7,145 | 6,378 |
Restricted cash | 1,055 | 518 |
Secured note receivable | 3,000 | |
Assets held for sale | 5,744 | |
Other | 3,308 | 3,338 |
Total prepaid expenses and other assets | $ 37,571 | $ 28,796 |
Accrued Expenses and Other Li39
Accrued Expenses and Other Liabilities (Schedule of Accrued and Other Current Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 |
Accrued Expenses and Other Liabilities [Abstract] | ||||||
Earnest money deposits | $ 8,334 | $ 6,703 | ||||
Warranty reserve | 2,432 | $ 2,527 | 2,194 | $ 1,546 | $ 1,230 | $ 1,150 |
Accrued compensation costs | 6,005 | 6,632 | ||||
Land development and home construction accruals | 60,011 | 34,994 | ||||
Accrued interest | 2,353 | 1,935 | ||||
Income taxes payable | 217 | |||||
Billings in excess of collections | 229 | 68 | ||||
Real estate taxes payable | 191 | 3,875 | ||||
Earnout liability | 1,773 | 2,426 | ||||
Liabilities related to assets held for sale | 405 | |||||
Other | 2,450 | 4,985 | ||||
Total accrued expenses and other liabilities | $ 84,183 | $ 64,029 |
Warrantry Reserve (Schedule of
Warrantry Reserve (Schedule of Changes in Warranty Accrual) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Nature of Operations and Summary of Significant Accounting Policies [Abstract] | ||||
Accrued warranty reserve, beginning of period | $ 2,527 | $ 1,230 | $ 2,194 | $ 1,150 |
Warranty reserves assumed in business combinations | 141 | 141 | ||
Warranty expense provisions | 810 | 371 | 1,429 | 639 |
Payments | (309) | (196) | (595) | (384) |
Warranty adjustment | (596) | (596) | ||
Accrued warranty reserve, end of period | $ 2,432 | $ 1,546 | $ 2,432 | $ 1,546 |
Notes Payable and Revolving L41
Notes Payable and Revolving Line of Credit (Narrative) (Details) - Subsequent Event Type [Domain] $ in Thousands | Jun. 30, 2015USD ($) | Oct. 21, 2014USD ($) | Apr. 30, 2015USD ($) | May. 31, 2014USD ($) | Jun. 30, 2015USD ($)loan | Feb. 28, 2015USD ($) | Dec. 31, 2014USD ($) |
Debt Instrument [Line Items] | |||||||
Line of credit outstanding, amount | $ 40,000 | $ 40,000 | $ 20,000 | ||||
Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Discount rate | 5.10% | 5.10% | |||||
Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Discount rate | 6.30% | 6.30% | |||||
Initial Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 200,000 | ||||||
Net proceeds from issuance of senior debt | $ 193,300 | ||||||
Interest rate | 6.875% | ||||||
Discount rate | 99.239% | ||||||
Maturity year | 2,022 | ||||||
Exchange Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 200,000 | ||||||
Interest rate | 6.875% | ||||||
Maturity date | 2022-05 | ||||||
Additional Senior Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Principal amount | $ 60,000 | ||||||
Net proceeds from issuance of senior debt | $ 58,600 | ||||||
Interest rate | 6.875% | ||||||
Discount rate | 98.26% | ||||||
Maturity year | 2,022 | ||||||
Land Development Notes [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Number of notes payable | loan | 4 | ||||||
Land Development Notes [Member] | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Maturity start date | Sep. 1, 2015 | ||||||
Interest only payment percentage | 0.50% | ||||||
Land Development Notes [Member] | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Maturity end date | Apr. 1, 2016 | ||||||
Interest only payment percentage | 5.00% | ||||||
Insurance Premium Note [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Number of notes payable | loan | 4 | ||||||
Insurance Premium Note [Member] | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Maturity start date | Oct. 1, 2015 | ||||||
Insurance Premium Note [Member] | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Maturity end date | Nov. 1, 2015 | ||||||
Interest and principal payment percentage | 3.89% | ||||||
Revolving Credit Facility [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility. maximum borrowing capacity | $ 120,000 | ||||||
Extension of the maturity date | 12 months | ||||||
Line of credit facility, termination date | Oct. 21, 2017 | ||||||
Revolving Credit Facility [Member] | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Revolving credit facility, additional borrowing capacity | $ 80,000 | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.75% | ||||||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 3.25% | ||||||
Revolving Credit Facility [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.93% | ||||||
Revolving Credit Facility [Member] | Base Rate [Member] | Minimum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 1.75% | ||||||
Revolving Credit Facility [Member] | Base Rate [Member] | Maximum | |||||||
Debt Instrument [Line Items] | |||||||
Basis spread on variable rate | 2.25% | ||||||
Line Of Credit [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Line of credit facility. maximum borrowing capacity | $ 20,000 |
Notes Payable and Revolving L42
Notes Payable and Revolving Line of Credit (Schedule of Notes Payable And Revolving Line Of Credit) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 |
Notes Payable and Revolving Line of Credit [Abstract] | ||
6.875% senior notes | $ 257,693 | $ 198,605 |
Revolving line of credit | 40,000 | 20,000 |
Land development notes | 4,350 | 5,737 |
Insurance premium notes | 2,443 | 5,135 |
Capital lease obligations | 133 | |
Total notes payable and revolving line of credit | $ 304,486 | $ 229,610 |
Interest (Schedule Of Real Esta
Interest (Schedule Of Real Estate Capitalized Interest Costs) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Interest [Abstract] | ||||
Interest capitalized beginning of period | $ 13,600 | $ 2,803 | $ 11,302 | $ 2,820 |
Interest capitalized during period | 4,971 | 3,499 | 8,890 | 3,558 |
Less: capitalized interest in cost of sales | (2,830) | (452) | (4,451) | (528) |
Interest capitalized end of period | $ 15,741 | $ 5,850 | $ 15,741 | $ 5,850 |
2014 Business Combinations (Nar
2014 Business Combinations (Narrative) (Details) | Nov. 13, 2014USD ($)item | Aug. 12, 2014USD ($) | Apr. 01, 2014USD ($)item | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2014USD ($) |
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 165,379,000 | |||||||
Fair value of acquisition earnout | $ 1,773,000 | $ 1,773,000 | $ 2,426,000 | |||||
Reduction to cost of home sales revenues | 150,225,000 | $ 58,197,000 | $ 275,031,000 | $ 95,470,000 | ||||
Las Vegas Land Holdings [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 165,000,000 | |||||||
Number of lots | item | 1,761 | |||||||
Number of communities | item | 5 | |||||||
Number of homes in backlog | item | 57 | |||||||
Number of model homes | item | 17 | |||||||
Number of custom home lots | item | 3 | |||||||
Number of golf courses | item | 2 | |||||||
Number of commercial plots | item | 2 | |||||||
Acquisition costs | $ 800,000 | |||||||
Weighted average life of intangible assets | 9 years 1 month 6 days | |||||||
Goodwill amount expected to be tax deductible | $ 10,500,000 | $ 10,500,000 | ||||||
Las Vegas Land Holdings [Member] | Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Market gross margin | 7.00% | 7.00% | ||||||
Las Vegas Land Holdings [Member] | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Market gross margin | 24.00% | 24.00% | ||||||
Grand View Builders Inc. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 13,000,000 | |||||||
Acquisition costs | $ 100,000 | |||||||
Weighted average life of intangible assets | 2 years 9 months 18 days | |||||||
Fair value of acquisition earnout | $ 2,500,000 | $ 2,500,000 | ||||||
Earnout period | 2 years | |||||||
Maximum earnout downward reduction amount | $ 1,500,000 | |||||||
Goodwill amount expected to be tax deductible | $ 3,700,000 | 3,700,000 | ||||||
Increase (decrease) in the estimated value of amortizable intangible assets | (500,000) | |||||||
Increase (decrease) in the fair value of the inventories | (200,000) | |||||||
Increase (decrease) in Goodwill | 700,000 | |||||||
Increase (decrease) of selling, general, and administrative expenses | (100,000) | |||||||
Reduction to cost of home sales revenues | $ 200,000 | |||||||
Grand View Builders Inc. [Member] | Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Market gross margin | 6.00% | 6.00% | ||||||
Potential earnout payments | $ 0 | |||||||
Grand View Builders Inc. [Member] | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Market gross margin | 18.00% | 18.00% | ||||||
Potential earnout payments | $ 5,300,000 | |||||||
Peachtree Communities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Purchase price | $ 57,000,000 | |||||||
Number of lots | item | 2,120 | |||||||
Number of communities | item | 36 | |||||||
Acquisition costs | $ 500,000 | |||||||
Weighted average life of intangible assets | 4 years 9 months 18 days | |||||||
Goodwill amount expected to be tax deductible | $ 17,100,000 | $ 17,100,000 | ||||||
Increase (decrease) in Goodwill | $ 600,000 | |||||||
Increase (decrease) of selling, general, and administrative expenses | $ (100,000) | |||||||
Peachtree Communities [Member] | Minimum | ||||||||
Business Acquisition [Line Items] | ||||||||
Market gross margin | 6.00% | 6.00% | ||||||
Peachtree Communities [Member] | Maximum | ||||||||
Business Acquisition [Line Items] | ||||||||
Market gross margin | 18.00% | 18.00% | ||||||
Home Plans [Member] | Peachtree Communities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 200,000 | |||||||
Amortization period | 7 years | |||||||
Non-solicitation agreement [Member] | Las Vegas Land Holdings [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 1,400,000 | |||||||
Amortization period | 2 years | |||||||
Non-solicitation agreement [Member] | Peachtree Communities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 3,200,000 | |||||||
Amortization period | 5 years | |||||||
Cell Phone Tower Leases [Member] | Las Vegas Land Holdings [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 1,400,000 | |||||||
Amortization period | 16 years 7 months 6 days | |||||||
Home plans [Member] | Las Vegas Land Holdings [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 300,000 | |||||||
Amortization period | 7 years | |||||||
Home plans [Member] | Grand View Builders Inc. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 100,000 | |||||||
Amortization period | 7 years | |||||||
Noncompete Agreements [Member] | Grand View Builders Inc. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 500,000 | |||||||
Amortization period | 4 years | |||||||
Trade Names [Member] | Grand View Builders Inc. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 1,000,000 | |||||||
Amortization period | 2 years | |||||||
Backlog [Member] | Grand View Builders Inc. [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 200,000 | |||||||
Amortization period | 1 year 6 months | |||||||
Lot Option Agreements [Member] | Peachtree Communities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Preliminary estimate of fair value | $ 600,000 | |||||||
Amortization period | 3 years |
2014 Business Combinations (Sch
2014 Business Combinations (Schedule of Assets and Liabilities Acquired) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Nov. 13, 2014 | Aug. 12, 2014 | Apr. 01, 2014 |
Assets acquired and liabilities assumed | |||||
Goodwill | $ 21,365 | $ 21,137 | |||
Las Vegas Land Holdings [Member] | |||||
Assets acquired and liabilities assumed | |||||
Accounts receivable | $ 347 | ||||
Inventories | 145,599 | ||||
Prepaid expenses and other assets | 1,876 | ||||
Property and equipment | 8,619 | ||||
Amortizable intangible assets | 3,042 | ||||
Goodwill | 11,283 | ||||
Total assets | 170,766 | ||||
Accounts payable | 2,074 | ||||
Accrued expenses and other liabilities (inclusive of earnout liability) | 1,816 | ||||
Notes payable and capital lease obligations | 1,497 | ||||
Total liabilities | $ 5,387 | ||||
Grand View Builders Inc. [Member] | |||||
Assets acquired and liabilities assumed | |||||
Accounts receivable | $ 188 | ||||
Inventories | 12,070 | ||||
Prepaid expenses and other assets | 295 | ||||
Property and equipment | 185 | ||||
Amortizable intangible assets | 1,748 | ||||
Goodwill | 1,746 | ||||
Total assets | 16,232 | ||||
Accrued expenses and other liabilities (inclusive of earnout liability) | 3,376 | ||||
Total liabilities | $ 3,376 | ||||
Peachtree Communities [Member] | |||||
Assets acquired and liabilities assumed | |||||
Accounts receivable | $ 11 | ||||
Inventories | 48,034 | ||||
Prepaid expenses and other assets | 762 | ||||
Property and equipment | 54 | ||||
Amortizable intangible assets | 4,044 | ||||
Goodwill | 7,857 | ||||
Total assets | 60,762 | ||||
Accounts payable | 3,304 | ||||
Accrued expenses and other liabilities (inclusive of earnout liability) | 3,108 | ||||
Total liabilities | $ 6,412 |
2014 Business Combinations (S46
2014 Business Combinations (Schedule of Pro Forma Information) (Details) - Jun. 30, 2014 - USD ($) $ in Thousands | Total | Total |
Pro Forma Financial Information [Abstract] | ||
Pro forma revenue | $ 138,885 | $ 254,322 |
Pro forma income before income tax expense | 9,355 | 16,086 |
Pro forma income tax expense | 3,274 | 5,630 |
Pro forma net income | $ 6,081 | $ 10,456 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Income Taxes [Abstract] | ||||
Income tax expense | $ 4,633 | $ 2,711 | $ 7,806 | $ 4,539 |
Effective tax rate | 34.40% | 34.40% | ||
Change in effective tax rate | 1.90% | 1.40% |
Fair Value Disclosures (Schedul
Fair Value Disclosures (Schedule of Carrying Values and Estimated Fair Values of Financial Instruments) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Earnout liability | $ 1,773 | $ 1,773 | $ 2,426 | |
Range of forecasted revenues and gross margins base estimate | 10.10% | |||
Adjustment of carrying value of the earnout liability to fair value | 500 | $ 700 | ||
Fair Value [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Total notes payable and revolving line of credit | 304,186 | 304,186 | 234,005 | |
Carrying Value [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Total notes payable and revolving line of credit | 304,486 | 304,486 | $ 229,610 | |
Level 2 [Member] | Fair Value [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Secured note receivable | [1] | 3,000 | 3,000 | |
6.875% senior notes | [2] | 257,400 | 257,400 | $ 203,013 |
Revolving line of credit | [3] | 40,000 | 40,000 | 20,000 |
Land development notes | [4] | 4,343 | 4,343 | 5,724 |
Insurance premium notes | [3] | $ 2,443 | $ 2,443 | 5,135 |
Capital lease obligations | [3] | $ 133 | ||
Level 2 [Member] | Carrying Value [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Secured note receivable | [1] | $ 3,000 | $ 3,000 | |
6.875% senior notes | [2] | 257,693 | 257,693 | $ 198,605 |
Revolving line of credit | [3] | 40,000 | 40,000 | 20,000 |
Land development notes | [4] | 4,350 | 4,350 | 5,737 |
Insurance premium notes | [3] | $ 2,443 | $ 2,443 | 5,135 |
Capital lease obligations | [3] | 133 | ||
Level 3 [Member] | Fair Value [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Earnout liability | [5] | $ 1,773 | $ 1,773 | 2,426 |
Level 3 [Member] | Carrying Value [Member] | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Earnout liability | [5] | $ 1,773 | $ 1,773 | $ 2,426 |
Minimum | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Discount rate | 5.10% | 5.10% | ||
Maximum | ||||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||||
Discount rate | 6.30% | 6.30% | ||
[1] | The carrying amount approximates fair value as the secured note was received in connection with the disposition of the golf course in our Tuscany community in our Nevada operating segment in May 2015 at terms that considered the underlying risks of the note. | |||
[2] | Estimated fair value of the Initial Senior Notes at December 31, 2014 was based on a cash flow model discounted at market interest rates that considered underlying risks of the debt. At June 30, 2015, the fair values of the Senior Notes also incorporated recent trading activity of the Exchange Notes and Additional Senior Notes in inactive markets. | |||
[3] | Carrying amount approximates fair value due to short-term nature and interest rate terms. | |||
[4] | The estimated fair values of the land development notes at June 30, 2015 and December 31, 2014 were based on cash flow models discounted at market interest rates that considered underlying risks of the debt. | |||
[5] | Recognized in connection with the acquisition of Grand View on August 12, 2014. A Monte Carlo model was used to value the earnout by simulating earnings, applying the terms of the earnout in each simulated path, determining the average payment in each year across all the trials of the simulation, and calculating the sum of the present values of the payments in each year. The primary inputs and key assumptions of this Monte Carlo model included a range of forecasted revenue and gross margin scenarios which increased and decreased by 10.1% from our base case and discount rates ranging from 5.1% to 6.3%. We decreased the liability by $0.5 million and $0.7 million during the three and six months ended June 30, 2015, respectively, to adjust the carrying value of the earnout to fair value. The decrease is included as a reduction to selling, general and administrative expense on our consolidated statement of operations. |
Stock-Based Compensation (Narra
Stock-Based Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Common stock shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||
Common stock shares issued, excluding restricted common shares | 20,600,000 | 20,600,000 | 20,500,000 | ||
Common stock shares outstanding, excluding restricted common shares | 20,600,000 | 20,600,000 | 20,500,000 | ||
Preferred stock shares authorized | 50,000,000 | 50,000,000 | 50,000,000 | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | ||
Shares of common stock for stock award issuances | 1,800,000 | 1,800,000 | 1,800,000 | ||
Compensation expense | $ 1.4 | $ 0.4 | $ 2.5 | $ 0.7 | |
Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock issued | 15,000 | 500,000 | |||
Weighted average grant date fair value | $ 19.41 | $ 16.92 | |||
Awards vesting period | 3 years | 3 years | |||
Unvested shares of restricted stock | 800,000 | 800,000 | |||
Compensation not yet recognized | $ 11.8 | $ 11.8 | |||
Compensation not yet recognized, period for recognition | 2 years 3 months 18 days |
Earnings Per Share (Schedule of
Earnings Per Share (Schedule of Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Numerator | ||||
Net income | $ 9,798 | $ 5,338 | $ 16,149 | $ 8,707 |
Less: Undistributed earnings allocated to participating securities | (361) | (72) | (533) | (105) |
Net income allocable to common stockholders | $ 9,437 | $ 5,266 | $ 15,616 | $ 8,602 |
Denominator | ||||
Weighted average common shares outstanding - basic and diluted: | 20,556,536 | 17,674,868 | 20,533,237 | 17,376,591 |
Basic and Diluted | $ 0.46 | $ 0.30 | $ 0.76 | $ 0.50 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended |
Jun. 30, 2015 | Dec. 31, 2014 | |
Commitments and Contingencies [Abstract] | ||
Outstanding letters of credit and performance bonds | $ 39.3 | $ 34 |
Disposition of Golf Courses (Na
Disposition of Golf Courses (Narrative) (Details) - USD ($) $ in Thousands | May. 26, 2015 | Jun. 30, 2015 | May. 19, 2015 |
Tuscany Golf Course [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Total consideration amount | $ 4,000 | ||
Cash from total consideration amount | 1,000 | ||
Secured note from total consideration amount | 3,000 | ||
Gain on sale | 2 | ||
Term of payments for principal and interest | monthly | ||
Date of balloon payment | May 1, 2020 | ||
Balloon payment of secure note | $ 2,500 | ||
Tuscany Golf Course [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Maximum | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Secured note interest | 5.50% | ||
Tuscany Golf Course [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Minimum | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Secured note interest | 4.50% | ||
Rhodes Ranch Golf Course [Member] | Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | Put Option [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Total consideration amount | $ 5,900 | ||
Expiration date of put option | Jun. 1, 2016 |
Supplemental Guarantor Inform53
Supplemental Guarantor Information (Narrative) (Details) - USD ($) $ in Millions | 6 Months Ended | |||
Jun. 30, 2015 | Apr. 30, 2015 | Feb. 28, 2015 | May. 31, 2014 | |
Additional Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 60 | |||
Interest rate | 6.875% | |||
Initial Senior Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 200 | |||
Interest rate | 6.875% | |||
Exchange Notes [Member] | ||||
Debt Instrument [Line Items] | ||||
Principal amount | $ 200 | |||
Interest rate | 6.875% | |||
Maturity date | 2022-05 |
Supplemental Guarantor Inform54
Supplemental Guarantor Information (Supplemental Condensed Consolidated Balance Sheet) (Details) - USD ($) $ in Thousands | Jun. 30, 2015 | Dec. 31, 2014 | Jun. 30, 2014 | Dec. 31, 2013 |
Assets | ||||
Cash and cash equivalents | $ 32,630 | $ 33,462 | $ 167,723 | $ 109,998 |
Accounts receivable | 13,431 | 13,799 | ||
Inventories | 661,728 | 556,323 | ||
Prepaid expenses and other assets | 37,571 | 28,796 | ||
Property and equipment, net | 5,374 | 12,471 | ||
Deferred tax asset, net | 2,917 | 1,359 | ||
Amortizable intangible assets, net | 6,103 | 8,632 | ||
Goodwill | 21,365 | 21,137 | ||
Total Assets | 781,119 | 675,979 | ||
Liabilities: | ||||
Accounts payable | 9,323 | 17,135 | ||
Accrued expenses and other liabilities | 84,183 | 64,029 | ||
Notes payable and revolving line of credit | 304,486 | 229,610 | ||
Total liabilities | 397,992 | 310,774 | ||
Total stockholders' equity | 383,127 | 365,205 | ||
Total liabilities and stockholders' equity | 781,119 | 675,979 | ||
Parent [Member] | ||||
Assets | ||||
Cash and cash equivalents | 10,057 | 22,710 | 160,293 | 106,614 |
Accounts receivable | 905 | 1,202 | ||
Investment in subsidiaries | 665,059 | 558,177 | ||
Prepaid expenses and other assets | 7,955 | 7,286 | ||
Property and equipment, net | 736 | 641 | ||
Deferred tax asset, net | 2,917 | 1,359 | ||
Total Assets | 687,629 | 591,375 | ||
Liabilities: | ||||
Accounts payable | 70 | |||
Accrued expenses and other liabilities | 6,809 | 7,495 | ||
Notes payable and revolving line of credit | 297,693 | 218,605 | ||
Total liabilities | 304,502 | 226,170 | ||
Total stockholders' equity | 383,127 | 365,205 | ||
Total liabilities and stockholders' equity | 687,629 | 591,375 | ||
Guarantor Subsidiaries [Member] | ||||
Assets | ||||
Cash and cash equivalents | 22,573 | 10,752 | $ 7,430 | $ 3,384 |
Accounts receivable | 12,526 | 12,597 | ||
Inventories | 661,728 | 556,323 | ||
Prepaid expenses and other assets | 29,616 | 21,510 | ||
Property and equipment, net | 4,638 | 11,830 | ||
Amortizable intangible assets, net | 6,103 | 8,632 | ||
Goodwill | 21,365 | 21,137 | ||
Total Assets | 758,549 | 642,781 | ||
Liabilities: | ||||
Accounts payable | 9,323 | 17,065 | ||
Accrued expenses and other liabilities | 77,374 | 56,534 | ||
Notes payable and revolving line of credit | 6,793 | 11,005 | ||
Total liabilities | 93,490 | 84,604 | ||
Total stockholders' equity | 665,059 | 558,177 | ||
Total liabilities and stockholders' equity | 758,549 | 642,781 | ||
Elimination Entries [Member] | ||||
Assets | ||||
Investment in subsidiaries | (665,059) | (558,177) | ||
Total Assets | (665,059) | (558,177) | ||
Liabilities: | ||||
Total stockholders' equity | (665,059) | (558,177) | ||
Total liabilities and stockholders' equity | $ (665,059) | $ (558,177) |
Supplemental Guarantor Inform55
Supplemental Guarantor Information (Supplemental Condensed Consolidated Statement of Operations) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 | |
Revenues: | ||||
Home sales revenues | $ 186,808 | $ 77,328 | $ 341,143 | $ 126,999 |
Land sales revenues | 370 | 370 | ||
Golf course and other revenue | 1,876 | 2,525 | 3,979 | 2,525 |
Total revenue | 189,054 | 79,853 | 345,492 | 129,524 |
Cost of home sales revenues | 150,225 | 58,197 | 275,031 | 95,470 |
Cost of land sales revenues | 365 | 365 | ||
Cost of golf course and other revenue | 1,662 | 2,154 | 3,168 | 2,154 |
Selling, general, and administrative | 22,812 | 11,320 | 43,744 | 18,323 |
Total operating costs and expenses | 175,064 | 71,671 | 322,308 | 115,947 |
Operating income | 13,990 | 8,182 | 23,184 | 13,577 |
Other income (expense): | ||||
Interest income | 21 | 68 | 37 | 137 |
Interest expense | (3) | (11) | (6) | (11) |
Acquisition expense | (15) | (408) | (15) | (803) |
Other income | 308 | 129 | 625 | 257 |
Gain on disposition of assets | 130 | 89 | 130 | 89 |
Income before income tax expense | 14,431 | 8,049 | 23,955 | 13,246 |
Income tax expense | 4,633 | 2,711 | 7,806 | 4,539 |
Net income | 9,798 | 5,338 | 16,149 | 8,707 |
Parent [Member] | ||||
Revenues: | ||||
Selling, general, and administrative | 5,423 | 3,276 | 10,440 | 5,320 |
Total operating costs and expenses | 5,423 | 3,276 | 10,440 | 5,320 |
Operating income | (5,423) | (3,276) | (10,440) | (5,320) |
Other income (expense): | ||||
Equity in earnings from consolidated subsidiaries | 12,905 | 7,627 | 22,347 | 12,590 |
Interest income | 15 | 30 | ||
Acquisition expense | (15) | (408) | (15) | (803) |
Income before income tax expense | 7,482 | 3,943 | 11,922 | 6,467 |
Income tax expense | (2,316) | (1,395) | (4,227) | (2,240) |
Net income | 9,798 | 5,338 | 16,149 | 8,707 |
Guarantor Subsidiaries [Member] | ||||
Revenues: | ||||
Home sales revenues | 186,808 | 77,328 | 341,143 | 126,999 |
Land sales revenues | 370 | 370 | ||
Golf course and other revenue | 1,876 | 2,525 | 3,979 | 2,525 |
Total revenue | 189,054 | 79,853 | 345,492 | 129,524 |
Cost of home sales revenues | 150,225 | 58,197 | 275,031 | 95,470 |
Cost of land sales revenues | 365 | 365 | ||
Cost of golf course and other revenue | 1,662 | 2,154 | 3,168 | 2,154 |
Selling, general, and administrative | 17,389 | 8,044 | 33,304 | 13,003 |
Total operating costs and expenses | 169,641 | 68,395 | 311,868 | 110,627 |
Operating income | 19,413 | 11,458 | 33,624 | 18,897 |
Other income (expense): | ||||
Interest income | 6 | 68 | 7 | 137 |
Interest expense | (3) | (11) | (6) | (11) |
Other income | 308 | 129 | 625 | 257 |
Gain on disposition of assets | 130 | 89 | 130 | 89 |
Income before income tax expense | 19,854 | 11,733 | 34,380 | 19,369 |
Income tax expense | 6,949 | 4,106 | 12,033 | 6,779 |
Net income | 12,905 | 7,627 | 22,347 | 12,590 |
Elimination Entries [Member] | ||||
Other income (expense): | ||||
Equity in earnings from consolidated subsidiaries | (12,905) | (7,627) | (22,347) | (12,590) |
Income before income tax expense | (12,905) | (7,627) | (22,347) | (12,590) |
Net income | $ (12,905) | $ (7,627) | $ (22,347) | $ (12,590) |
Supplemental Guarantor Inform56
Supplemental Guarantor Information (Supplemental Condensed Consolidated Statement of Cash Flows) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2015 | Jun. 30, 2014 | |
Operating activities | ||
Net cash used in operating activities | $ (72,160) | $ (52,121) |
Investing activities | ||
Net cash used in investing activities | (1,005) | (165,410) |
Financing activities | ||
Borrowings under revolving credit facilities | 75,000 | 99,000 |
Payments on revolving credit facilities | (55,000) | (99,000) |
Proceeds from issuance of senior notes | 58,956 | 198,478 |
Proceeds from issuances of insurance premium notes | 448 | |
Principal payments on notes payable | (4,570) | (263) |
Debt issuance costs | (1,784) | (5,132) |
Net proceeds from issuances of common stock | 82,141 | |
Repurchases of common stock upon vesting of restricted stock awards | (717) | |
Excess tax benefit on stock-based compensation | 32 | |
Net cash provided by financing activities | 72,333 | 275,256 |
Net increase (decrease) in cash and cash equivalents | (832) | 57,725 |
Cash and cash equivalents, Beginning of period | 33,462 | 109,998 |
Cash and cash equivalents, End of period | 32,630 | 167,723 |
Parent [Member] | ||
Operating activities | ||
Net cash used in operating activities | (5,139) | (836) |
Investing activities | ||
Net cash used in investing activities | (83,969) | (221,004) |
Financing activities | ||
Borrowings under revolving credit facilities | 75,000 | 99,000 |
Payments on revolving credit facilities | (55,000) | (99,000) |
Proceeds from issuance of senior notes | 58,956 | 198,478 |
Debt issuance costs | (1,784) | (5,132) |
Net proceeds from issuances of common stock | 82,141 | |
Repurchases of common stock upon vesting of restricted stock awards | (717) | |
Excess tax benefit on stock-based compensation | 32 | |
Net cash provided by financing activities | 76,455 | 275,519 |
Net increase (decrease) in cash and cash equivalents | (12,653) | 53,679 |
Cash and cash equivalents, Beginning of period | 22,710 | 106,614 |
Cash and cash equivalents, End of period | 10,057 | 160,293 |
Guarantor Subsidiaries [Member] | ||
Operating activities | ||
Net cash used in operating activities | (67,021) | (51,285) |
Investing activities | ||
Net cash used in investing activities | (796) | (165,410) |
Financing activities | ||
Proceeds from issuances of insurance premium notes | 448 | |
Principal payments on notes payable | (4,570) | (263) |
Payments from (and advances to) parent/subsidiary | 83,760 | 221,004 |
Net cash provided by financing activities | 79,638 | 220,741 |
Net increase (decrease) in cash and cash equivalents | 11,821 | 4,046 |
Cash and cash equivalents, Beginning of period | 10,752 | 3,384 |
Cash and cash equivalents, End of period | 22,573 | 7,430 |
Elimination Entries [Member] | ||
Investing activities | ||
Net cash used in investing activities | 83,760 | 221,004 |
Financing activities | ||
Payments from (and advances to) parent/subsidiary | (83,760) | (221,004) |
Net cash provided by financing activities | $ (83,760) | $ (221,004) |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) $ in Millions | Jul. 31, 2015 | Oct. 21, 2014 |
Line Of Credit [Member] | ||
Subsequent Event [Line Items] | ||
Line of credit facility. maximum borrowing capacity | $ 20 | |
Subsequent Event | First Modification Agreement [Member] | Texas Capital Bank [Member] | ||
Subsequent Event [Line Items] | ||
Line of credit facility, current borrowing capacity | $ 120 | |
Line of credit facility. maximum borrowing capacity | $ 200 | |
Maturity date | Oct. 21, 2017 | |
Extended maturity date | Oct. 21, 2018 | |
Subsequent Event | First Modification Agreement [Member] | Bank of America [Member] | ||
Subsequent Event [Line Items] | ||
Additional offering amount | $ 100 |