UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
x | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended June 30, 2024
or
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number: 001-36491
Century Communities, Inc.
(Exact name of registrant as specified in its charter)
Delaware | 68-0521411 | |
(State or other jurisdiction of | (I.R.S. Employer | |
8390 East Crescent Parkway, Suite 650 | 80111 | |
(Address of principal executive offices) | (Zip Code) | |
(Registrant’s telephone number, including area code): (303) 770-8300
Securities registered pursuant to Section 12(b) of the Act:
Title of each class | Trading Symbol | Name of each exchange on which registered |
Common stock, par value $0.01 per share | CCS | New York Stock Exchange |
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes x No o
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes x No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer | x | Accelerated filer | o | |||
Non-accelerated filer | o | Smaller reporting company | o | |||
Emerging growth company | ¨ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o No x
On July 19, 2024, 31,336,340 shares of common stock, par value $0.01 per share, of the registrant were outstanding.
CENTURY COMMUNITIES, INC.
FORM 10-Q
For the Three and Six Months Ended June 30, 2024
Index
PART I – FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
Century Communities, Inc.
Condensed Consolidated Balance Sheets
As of June 30, 2024 and December 31, 2023
(in thousands, except share and per share amounts)
June 30, | December 31, | |||||
2024 | 2023 | |||||
Assets | (unaudited) | (audited) | ||||
Cash and cash equivalents | $ | 106,682 | $ | 226,150 | ||
Cash held in escrow | 44,823 | 101,845 | ||||
Accounts receivable | 78,260 | 76,213 | ||||
Inventories | 3,295,336 | 3,016,641 | ||||
Mortgage loans held for sale | 255,305 | 251,852 | ||||
Prepaid expenses and other assets | 404,315 | 350,193 | ||||
Property and equipment, net | 97,215 | 69,075 | ||||
Deferred tax assets, net | 17,426 | 16,998 | ||||
Goodwill | 32,082 | 30,395 | ||||
Total assets | $ | 4,331,444 | $ | 4,139,362 | ||
Liabilities and stockholders' equity | ||||||
Liabilities: | ||||||
Accounts payable | $ | 158,778 | $ | 147,265 | ||
Accrued expenses and other liabilities | 271,849 | 303,392 | ||||
Notes payable | 1,075,344 | 1,062,471 | ||||
Revolving line of credit | 111,000 | — | ||||
Mortgage repurchase facilities | 248,816 | 239,298 | ||||
Total liabilities | 1,865,787 | 1,752,426 | ||||
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, 31,336,340 and 31,774,615 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively | 313 | 318 | ||||
Additional paid-in capital | 540,573 | 592,989 | ||||
Retained earnings | 1,924,771 | 1,793,629 | ||||
Total stockholders' equity | 2,465,657 | 2,386,936 | ||||
Total liabilities and stockholders' equity | $ | 4,331,444 | $ | 4,139,362 | ||
See Notes to Unaudited Condensed Consolidated Financial Statements
Century Communities, Inc.
Unaudited Condensed Consolidated Statements of Operations
For the Three and Six Months Ended June 30, 2024 and 2023
(in thousands, except share and per share amounts)
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||
2024 | 2023 | 2024 | 2023 | ||||||||
Revenues | |||||||||||
Homebuilding revenues | |||||||||||
Home sales revenues | $ | 1,017,414 | $ | 818,360 | $ | 1,939,816 | $ | 1,553,960 | |||
Land sales and other revenues | 377 | 1,554 | 1,593 | 3,089 | |||||||
Total homebuilding revenues | 1,017,791 | 819,914 | 1,941,409 | 1,557,049 | |||||||
Financial services revenues | 21,659 | 24,277 | 46,585 | 40,132 | |||||||
Total revenues | 1,039,450 | 844,191 | 1,987,994 | 1,597,181 | |||||||
Homebuilding cost of revenues | |||||||||||
Cost of home sales revenues | (787,556) | (656,834) | (1,513,127) | (1,258,219) | |||||||
Cost of land sales and other revenues | — | (375) | (37) | (375) | |||||||
Total homebuilding cost of revenues | (787,556) | (657,209) | (1,513,164) | (1,258,594) | |||||||
Financial services costs | (15,996) | (11,770) | (30,873) | (22,551) | |||||||
Selling, general and administrative | (125,973) | (105,120) | (240,082) | (203,433) | |||||||
Inventory impairment | (570) | — | (570) | — | |||||||
Other income (expense) | 1,278 | (1,344) | (8,353) | 154 | |||||||
Income before income tax expense | 110,633 | 68,748 | 194,952 | 112,757 | |||||||
Income tax expense | (26,909) | (17,303) | (46,897) | (28,001) | |||||||
Net income | $ | 83,724 | $ | 51,445 | $ | 148,055 | $ | 84,756 | |||
Earnings per share: | |||||||||||
Basic | $ | 2.65 | $ | 1.61 | $ | 4.67 | $ | 2.65 | |||
Diluted | $ | 2.61 | $ | 1.60 | $ | 4.60 | $ | 2.63 | |||
Weighted average common shares outstanding: | |||||||||||
Basic | 31,648,130 | 32,025,186 | 31,728,544 | 31,970,106 | |||||||
Diluted | 32,092,789 | 32,247,396 | 32,165,798 | 32,182,545 | |||||||
See Notes to Unaudited Condensed Consolidated Financial Statements
Century Communities, Inc.
Unaudited Condensed Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2024 and 2023
(in thousands)
Six Months Ended June 30, | ||||||
2024 | 2023 | |||||
Operating activities | ||||||
Net income | $ | 148,055 | $ | 84,756 | ||
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||||||
Depreciation and amortization | 11,165 | 6,913 | ||||
Stock-based compensation expense | 10,710 | 14,291 | ||||
Fair value of mortgage loans held for sale and other | (4,578) | (2,309) | ||||
Inventory impairment | 570 | — | ||||
Impairment on other investment | 7,722 | — | ||||
Purchase price accounting for acquired work in process inventory | 2,553 | — | ||||
Abandonment of lot option contracts | 1,818 | 1,670 | ||||
Deferred income taxes | (428) | 426 | ||||
(Gain) loss on disposition of assets | (2,187) | 825 | ||||
Changes in assets and liabilities: | ||||||
Cash held in escrow | 57,022 | 33,324 | ||||
Accounts receivable | (1,442) | (7,196) | ||||
Inventories | (249,329) | (24,354) | ||||
Mortgage loans held for sale | (7,631) | 6,400 | ||||
Prepaid expenses and other assets | (32,058) | 11,564 | ||||
Accounts payable | 11,402 | 39,632 | ||||
Accrued expenses and other liabilities | (31,824) | (33,167) | ||||
Net cash (used in) provided by operating activities | (78,460) | 132,775 | ||||
Investing activities | ||||||
Purchases of property and equipment | (23,492) | (8,843) | ||||
Proceeds from sale of property and equipment | 11,014 | 130 | ||||
Expenditures related to development of rental properties | (42,431) | (39,501) | ||||
Business combination and other investing activities | (32,716) | (391) | ||||
Net cash used in investing activities | (87,625) | (48,605) | ||||
Financing activities | ||||||
Borrowings under revolving credit facilities | 656,000 | — | ||||
Payments on revolving credit facilities | (545,000) | — | ||||
Borrowing under construction loan agreements | 27,965 | 13,757 | ||||
Proceeds from issuance of insurance premium notes and other | 11,166 | 3,032 | ||||
Principal payments on insurance premium notes and other | (27,053) | (6,213) | ||||
Net proceeds (payments) for mortgage repurchase facilities | 9,518 | (6,602) | ||||
Withholding of common stock upon vesting of stock-based compensation awards | (10,424) | (10,643) | ||||
Repurchases of common stock under stock repurchase program | (53,139) | (1,969) | ||||
Dividend payments | (16,481) | (14,733) | ||||
Net cash provided by (used in) financing activities | 52,552 | (23,371) | ||||
Net (decrease) increase | $ | (113,533) | $ | 60,799 | ||
Cash and cash equivalents and Restricted cash | ||||||
Beginning of period | 242,003 | 308,492 | ||||
End of period | $ | 128,470 | $ | 369,291 | ||
Supplemental cash flow disclosure | ||||||
Cash paid for income taxes | $ | 55,611 | $ | 19,295 | ||
Cash and cash equivalents and Restricted cash | ||||||
Cash and cash equivalents | $ | 106,682 | $ | 350,488 | ||
Restricted cash (Note 5) | 21,788 | 18,803 | ||||
Cash and cash equivalents and Restricted cash | $ | 128,470 | $ | 369,291 | ||
See Notes to Unaudited Condensed Consolidated Financial Statements
Century Communities, Inc.
Unaudited Condensed Consolidated Statements of Stockholders’ Equity
For the Three and Six Months Ended June 30, 2024 and 2023
(in thousands)
For the Three Months Ended June 30, 2024 and 2023
Common Stock | ||||||||||||||
Shares | Amount | Additional Paid-In Capital | Retained Earnings | Total Stockholders' Equity | ||||||||||
Balance at March 31, 2024 | 31,791 | $ | 318 | $ | 569,581 | $ | 1,849,377 | $ | 2,419,276 | |||||
Vesting of stock-based compensation awards | 11 | — | — | — | — | |||||||||
Withholding of common stock upon vesting of stock-based compensation awards | (1) | — | (10) | — | (10) | |||||||||
Repurchases of common stock | (465) | (5) | (37,025) | — | (37,030) | |||||||||
Stock-based compensation expense | — | 7,914 | — | 7,914 | ||||||||||
Cash dividends declared and dividend equivalents | — | — | 113 | (8,330) | (8,217) | |||||||||
Net income | — | — | — | 83,724 | 83,724 | |||||||||
Balance at June 30, 2024 | 31,336 | $ | 313 | $ | 540,573 | $ | 1,924,771 | $ | 2,465,657 | |||||
Balance at March 31, 2023 | 32,026 | $ | 320 | $ | 580,489 | $ | 1,590,832 | $ | 2,171,641 | |||||
Vesting of stock-based compensation awards | 35 | — | — | — | — | |||||||||
Withholding of common stock upon vesting of stock-based compensation awards | (11) | — | (763) | — | (763) | |||||||||
Repurchases of common stock | (30) | — | (1,969) | (1,969) | ||||||||||
Stock-based compensation expense | — | — | 8,931 | — | 8,931 | |||||||||
Cash dividends declared and dividend equivalents | — | — | 168 | (7,536) | (7,368) | |||||||||
Net income | — | — | — | 51,445 | 51,445 | |||||||||
Balance at June 30, 2023 | 32,020 | $ | 320 | $ | 586,856 | $ | 1,634,741 | $ | 2,221,917 | |||||
For the Six Months Ended June 30, 2024 and 2023
Common Stock | ||||||||||||||
Shares | Amount | Additional Paid-In Capital | Retained Earnings | Total Stockholders' Equity | ||||||||||
Balance at December 31, 2023 | 31,775 | $ | 318 | $ | 592,989 | $ | 1,793,629 | $ | 2,386,936 | |||||
Vesting of stock-based compensation awards | 334 | 3 | (3) | — | — | |||||||||
Withholding of common stock upon vesting of stock-based compensation awards | (121) | (1) | (10,423) | — | (10,424) | |||||||||
Repurchases of common stock | (652) | (7) | (53,132) | — | (53,139) | |||||||||
Stock-based compensation expense | — | — | 10,710 | — | 10,710 | |||||||||
Cash dividends declared and dividend equivalents | — | — | 432 | (16,913) | (16,481) | |||||||||
Net income | — | — | — | 148,055 | 148,055 | |||||||||
Balance at June 30, 2024 | 31,336 | $ | 313 | $ | 540,573 | $ | 1,924,771 | $ | 2,465,657 | |||||
Balance at December 31, 2022 | 31,773 | $ | 318 | $ | 584,803 | $ | 1,565,094 | $ | 2,150,215 | |||||
Vesting of stock-based compensation awards | 447 | 4 | (4) | — | — | |||||||||
Withholding of common stock upon vesting of stock-based compensation awards | (170) | (2) | (10,641) | — | (10,643) | |||||||||
Repurchases of common stock | (30) | — | (1,969) | — | (1,969) | |||||||||
Stock-based compensation expense | — | — | 14,291 | — | 14,291 | |||||||||
Cash dividends declared and dividend equivalents | — | — | 376 | (15,109) | (14,733) | |||||||||
Net income | — | — | — | 84,756 | 84,756 | |||||||||
Balance at June 30, 2023 | 32,020 | $ | 320 | $ | 586,856 | $ | 1,634,741 | $ | 2,221,917 | |||||
See Notes to Unaudited Condensed Consolidated Financial Statements
Century Communities, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements
June 30, 2024
1. Basis of Presentation
Century Communities, Inc. (which we refer to as “we,” “CCS,” or the “Company”), together with its subsidiaries, is engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in 18 states. In many of our projects, in addition to building homes, we entitle and develop the underlying land. We build and sell homes under our Century Communities and Century Complete brands. Our Century Communities brand has an emphasis on serving the entry-level homebuilding market but offers a wide range of buyer profiles including: entry-level, first and second time move-up, and lifestyle homebuyers, and provides our homebuyers with the ability to personalize their homes through certain option and upgrade opportunities. Our Century Complete brand targets entry-level homebuyers, primarily sells homes through retail studios and the internet, and generally provides no option or upgrade opportunities.
Our homebuilding operations are organized into the following five reportable segments: West, Mountain, Texas, Southeast, and Century Complete. Our indirect wholly-owned subsidiaries, Inspire Home Loans Inc., Parkway Title, LLC, IHL Home Insurance Agency, LLC, and IHL Escrow Inc., which provide mortgage, title, insurance and escrow services, respectively, primarily to our homebuyers, have been identified as our Financial Services segment. Additionally, our wholly owned subsidiary, Century Living, LLC, is engaged in the development, construction and management of multi-family rental properties, currently all located in Colorado. Century Living, LLC is included in our Corporate segment.
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”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (which we refer to as the “SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of our financial position and results of operations for the periods presented. 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, 2023, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 that was filed with the SEC on February 5, 2024.
Principles of Consolidation
The condensed 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 for which the Company is deemed to be the primary beneficiary. We do not have any variable interest entities in which we are deemed the primary beneficiary.
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.
Business Acquisition
On January 22, 2024, we closed on the acquisition of substantially all the assets of Landmark Homes of Tennessee, Inc. (“Landmark”), a homebuilder with operations, including six active communities, in Nashville, Tennessee, for approximately $33.4 million in cash, inclusive of customary holdbacks.
Recently Issued Accounting Standards
In December 2023, the Financial Accounting Standards Board (which we refer to as “FASB”) issued Accounting Standards Update (which we refer to as “ASU”) No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”). ASU 2023-09 requires more disaggregated income tax disclosures, including additional information in the rate reconciliation and additional disclosures about income taxes paid. ASU 2023-09 will become effective for us for the fiscal year ending December 31, 2025. Early adoption is permitted, and guidance should be applied prospectively, with an option to apply guidance retrospectively. We are currently evaluating the impact of the adoption of ASU 2023-09 on our consolidated financial statements and related disclosures.
In November 2023, the FASB issued ASU No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”). ASU 2023-07 requires disclosure of significant segment expenses that are regularly provided to the chief operating decision maker (which we refer to as “CODM”) and included within each reported measure of segment profit or loss. The guidance also expands disclosure requirements for interim periods, as well as requires disclosure of other segment items, including the title and position of the entity’s CODM. ASU 2023-07 will become effective for us for the fiscal year ending December 31, 2024, and for interim periods starting in our first quarter of 2025. Early adoption is permitted, and guidance is required to be applied retrospectively. We are currently evaluating the impact of the adoption of ASU 2023-07 on our consolidated financial statements and related disclosures.
2. Reporting Segments
Our homebuilding operations are engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in 18 states. We build and sell homes under our Century Communities and Century Complete brands. Our Century Communities brand is managed by geographic location, and each of our four geographic regions offers a wide range of buyer profiles including: entry-level, first and second time move-up, and lifestyle homebuyers, and provides our homebuyers with the ability to personalize their homes through certain option and upgrade selections. Each of our four geographic regions is considered a separate operating segment. Our Century Complete brand targets entry-level homebuyers, primarily sells homes through retail studios and the internet, and generally provides no option or upgrade selections. Our Century Complete brand currently has operations in 11 states and it is considered a separate operating segment.
The management of our four Century Communities geographic regions and Century Complete reports to our chief operating decision makers (which we refer to as “CODMs”), the Co-Chief Executive Officers of our Company. The CODMs review the results of our operations, including total revenue and income before income tax expense to determine profitability and to allocate resources. Accordingly, we have presented our homebuilding operations as the following five reportable segments:
West (California and Washington)
Mountain (Arizona, Colorado, Nevada, and Utah)
Texas
Southeast (Florida, Georgia, North Carolina, South Carolina, and Tennessee)
Century Complete (Alabama, Arizona, Florida, Georgia, Indiana, Kentucky, Louisiana, Michigan, North Carolina, Ohio, South Carolina)
We have identified our Financial Services operations, which provide mortgage, title, insurance and escrow services to our homebuyers, as a sixth reportable segment. Our Corporate operations are a non-operating segment, as our Corporate operations serve to support our homebuilding, and to a lesser extent our Financial Services operations, through functions, such as our executive, finance, treasury, human resources, accounting and legal departments.
Additionally, our wholly owned subsidiary, Century Living, LLC, is engaged in the development, construction and management of multi-family rental properties, currently all located in Colorado. Century Living, LLC is included in our Corporate segment.
The following table summarizes total revenue and income (loss) before income tax expense by segment (in thousands):
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2024 | 2023 | 2024 | 2023 | |||||||||
Revenue: | ||||||||||||
West | $ | 203,677 | $ | 139,292 | $ | 376,325 | $ | 268,373 | ||||
Mountain | 258,921 | 230,103 | 513,200 | 476,378 | ||||||||
Texas | 146,007 | 126,618 | 277,280 | 216,150 | ||||||||
Southeast | 154,149 | 117,320 | 315,807 | 204,446 | ||||||||
Century Complete | 255,037 | 206,581 | 458,797 | 391,702 | ||||||||
Financial Services | 21,659 | 24,277 | 46,585 | 40,132 | ||||||||
Corporate | — | — | — | — | ||||||||
Total revenue | $ | 1,039,450 | $ | 844,191 | $ | 1,987,994 | $ | 1,597,181 | ||||
Income (loss) before income tax expense: | ||||||||||||
West | $ | 32,169 | $ | 14,966 | $ | 58,876 | $ | 22,939 | ||||
Mountain | 34,365 | 24,689 | 62,173 | 52,497 | ||||||||
Texas | 17,831 | 11,452 | 31,703 | 15,125 | ||||||||
Southeast | 25,843 | 17,992 | 46,639 | 29,958 | ||||||||
Century Complete | 29,036 | 16,348 | 50,136 | 30,298 | ||||||||
Financial Services | 5,663 | 12,507 | 15,712 | 17,581 | ||||||||
Corporate | (34,274) | (29,206) | (70,287) | (55,641) | ||||||||
Total income before income tax expense | $ | 110,633 | $ | 68,748 | $ | 194,952 | $ | 112,757 | ||||
The following table summarizes total assets by segment (in thousands):
June 30, | December 31, | |||||
2024 | 2023 | |||||
West | $ | 815,259 | $ | 786,489 | ||
Mountain | 1,055,488 | 1,051,052 | ||||
Texas | 655,314 | 577,129 | ||||
Southeast | 584,733 | 503,249 | ||||
Century Complete | 467,331 | 386,444 | ||||
Financial Services | 440,189 | 450,208 | ||||
Corporate | 313,130 | 384,791 | ||||
Total assets | $ | 4,331,444 | $ | 4,139,362 | ||
Corporate assets primarily include costs associated with development of multi-family rental properties, certain cash and cash equivalents, certain property and equipment, deferred tax assets, certain receivables, and prepaid insurance.
3. Inventories
Inventories included the following (in thousands):
June 30, | December 31, | |||||
2024 | 2023 | |||||
Homes under construction | $ | 1,588,643 | $ | 1,334,584 | ||
Land and land development | 1,628,763 | 1,609,459 | ||||
Capitalized interest | 77,930 | 72,598 | ||||
Total inventories | $ | 3,295,336 | $ | 3,016,641 | ||
4. Financial Services
Our Financial Services are principally comprised of our mortgage lending operations, Inspire Home Loans Inc. (which we refer to as “Inspire”). Inspire is a full-service mortgage lender and primarily originates mortgage loans for our homebuyers. Inspire sells substantially all of the loans it originates either as loans with servicing rights released, or with servicing rights retained, in the secondary mortgage market within a short period of time after origination, generally within 30 days. Inspire primarily finances these loans using its mortgage repurchase facilities.
Mortgage loans held for sale and mortgage servicing rights are carried at fair value, with gains and losses from the changes in fair value reflected in financial services revenue on the consolidated statements of operations. Management believes carrying mortgage loans held for sale at fair value improves financial reporting by mitigating volatility in reported earnings caused by measuring the fair value of the loans and the derivative instruments used to economically hedge them. Net gains and losses from the sale of mortgage loans held for sale, which are recognized based upon the difference between the sales proceeds and carrying value of the related loans upon sale, are also included in financial services revenue on the consolidated statements of operations. Financial services revenue also includes fees earned from originating mortgage loans which are recognized at the time the mortgage loans are funded, which include origination fees and discount points to reduce interest rates based on commitment agreements entered into between our homebuilding and Financial Services segments.
As of June 30, 2024 and December 31, 2023, Inspire had mortgage loans held for sale with an aggregate fair value of $255.3 million and $251.9 million, respectively, and an aggregate outstanding principal balance of $255.3 million and $247.7 million, respectively. Net losses on the sale of mortgage loans were $5.8 million and $3.8 million for the three and six months ended June 30, 2024, respectively, and net gains on the sale of mortgage loans were $1.7 million and $3.5 million for the three and six months ended June 30, 2023, respectively. The gain from the change in fair value for mortgage loans held for sale was $0.9 million for the three months ended June 30, 2024, and the loss from the change in fair value for mortgage loans held for sale was $4.2 million for the six months ended June 30, 2024. Losses from the change in fair value for mortgage loans held for sale were $2.0 million for both the three and six months ended June 30, 2023, respectively.
Mortgage loans in process for which interest rates were locked by borrowers, or interest rate lock commitments, totaled approximately $125.0 million and $49.6 million at June 30, 2024 and December 31, 2023, respectively, and carried a weighted average interest rate of approximately 5.9% and 5.8%, respectively. Interest rate risks related to these obligations are typically mitigated through our interest rate hedging program or by the preselling of loans to investors. Derivative instruments used to economically hedge our market and interest rate risk are carried at fair value. Derivative instruments typically include interest rate lock commitments and forward commitments on mortgage-backed securities. Changes in fair value of these derivatives as well as any gains or losses upon settlement are reflected in financial services revenue on our condensed consolidated statements of operations. Refer to Note 12 – Fair Value Disclosures for further information regarding our derivative instruments.
5. Prepaid Expenses and Other Assets
Prepaid expenses and other assets included the following (in thousands):
June 30, | December 31, | |||||
2024 | 2023 | |||||
Prepaid insurance | $ | 29,596 | $ | 37,624 | ||
Lot option and escrow deposits | 86,773 | 51,369 | ||||
Performance deposits | 9,793 | 10,170 | ||||
Restricted cash (1) | 21,788 | 15,853 | ||||
Multi-family rental properties under construction | 158,249 | 136,300 | ||||
Mortgage loans held for investment at fair value | 21,763 | 21,041 | ||||
Mortgage loans held for investment at amortized cost | 6,730 | 6,826 | ||||
Mortgage servicing rights | 34,070 | 30,932 | ||||
Derivative assets | 3,823 | 1,618 | ||||
Other assets and prepaid expenses | 31,730 | 38,460 | ||||
Total prepaid expenses and other assets | $ | 404,315 | $ | 350,193 | ||
(1)Restricted cash consists of restricted cash related to land development, earnest money deposits for home sale contracts held by third parties as required by various jurisdictions, and certain compensating balances associated with our mortgage repurchase facilities and other financing obligations.
6. Accrued Expenses and Other Liabilities
Accrued expenses and other liabilities included the following (in thousands):
June 30, | December 31, | |||||
2024 | 2023 | |||||
Earnest money deposits | $ | 18,807 | $ | 7,933 | ||
Warranty reserve | 11,598 | 11,524 | ||||
Self-insurance reserve | 27,684 | 23,659 | ||||
Accrued compensation costs | 50,022 | 80,133 | ||||
Land development and home construction accruals | 113,011 | 120,224 | ||||
Accrued interest | 11,693 | 10,404 | ||||
Income taxes payable | — | — | ||||
Derivative liabilities | — | 5,291 | ||||
Other accrued liabilities | 39,034 | 44,224 | ||||
Total accrued expenses and other liabilities | $ | 271,849 | $ | 303,392 | ||
7. Warranties
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 condensed consolidated balance sheets, are based upon historical experience rates. We subsequently assess the adequacy of our warranty accrual on a quarterly basis through a model that incorporates historical payment trends and adjust the amounts recorded, if necessary. Based on warranty payment trends relative to our estimates at the time of home closing, we reduced our warranty reserve by $0.2 million and $0.2 million during the three months ended June 30, 2024 and 2023, respectively, and we reduced our warranty reserve by $1.5 million and $0.7 million during the six months ended June 30, 2024 and 2023, respectively. These adjustments are included in cost of home sales revenues on our condensed consolidated statements of operations. Changes in our warranty accrual for the three and six months ended June 30, 2024 and 2023 are detailed in the table below (in thousands):
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2024 | 2023 | 2024 | 2023 | |||||||||
Beginning balance | $ | 11,212 | $ | 12,331 | $ | 11,524 | $ | 13,136 | ||||
Warranty expense provisions | 2,470 | 2,472 | 5,140 | 4,301 | ||||||||
Payments | (1,841) | (1,593) | (3,532) | (3,769) | ||||||||
Warranty adjustment | (243) | (226) | (1,534) | (684) | ||||||||
Ending balance | $ | 11,598 | $ | 12,984 | $ | 11,598 | $ | 12,984 | ||||
8. Self-Insurance Reserve
We maintain general liability insurance coverage, including coverage for certain construction defects after homes have closed and premise operations during construction. These insurance policies are designed to protect us against a portion of the risk of loss from claims, subject to certain self-insured per occurrence and aggregate retentions, deductibles, and available policy limits. In circumstances where we have elected to retain a higher portion of the overall risk for construction defect claims in return for a lower initial premium, we reserve for the estimated self-insured retention costs that we will incur that are above our coverage limits or that are not covered by our insurance policies. The reserve is recorded on an undiscounted basis at the time revenue is recognized for each home closing. Amounts accrued, which are included in accrued expenses and other liabilities on the condensed consolidated balance sheets, are based on third party actuarial analyses that are primarily based on industry data and partially on our historical claims, which include estimates of claims incurred but not yet reported. Adjustments to estimated reserves are recorded in the period in which the change in estimate occurs. Our self-insurance liability is presented on a gross basis without consideration of insurance recoveries and amounts we have paid on behalf of and expect to recover from other parties, if any. Estimates of insurance recoveries and amounts we have paid on behalf of and expect to recover from other parties, if any, are recorded as receivables when such recoveries are considered probable. During the three and six months ended June 30, 2024 and 2023, we recorded no adjustment to our self-insurance reserve. Any adjustments are included in cost of home sales revenues on our condensed consolidated statements of operations.
Changes in our self-insurance reserve for incurred but not reported construction defect claims for the three and six months ended June 30, 2024 and 2023 are detailed in the table below (in thousands):
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2024 | 2023 | 2024 | 2023 | |||||||||
Beginning balance | $ | 25,652 | $ | 19,076 | $ | 23,659 | $ | 16,998 | ||||
Self-insurance expense provisions | 2,717 | 2,444 | 5,228 | 4,559 | ||||||||
Payments | (685) | (43) | (1,203) | (80) | ||||||||
Self-insurance adjustment | — | — | — | — | ||||||||
Ending balance | $ | 27,684 | $ | 21,477 | $ | 27,684 | $ | 21,477 | ||||
9. Debt
Our outstanding debt obligations included the following as of June 30, 2024 and December 31, 2023 (in thousands):
June 30, | December 31, | |||||
2024 | 2023 | |||||
3.875% senior notes, due August 2029(1) | $ | 496,042 | $ | 495,656 | ||
6.750% senior notes, due June 2027(1) | 497,618 | 497,210 | ||||
Other financing obligations(2) | 81,684 | 69,605 | ||||
Notes payable | 1,075,344 | 1,062,471 | ||||
Revolving line of credit | 111,000 | — | ||||
Mortgage repurchase facilities | 248,816 | 239,298 | ||||
Total debt | $ | 1,435,160 | $ | 1,301,769 | ||
(1)The carrying value of senior notes reflects the impact of premiums, discounts, and issuance costs that are amortized to interest expense over the respective terms of the senior notes.
(2)As of June 30, 2024, other financing obligations included $8.8 million related to insurance premium notes and certain secured borrowings, as well as $72.9 million outstanding under construction loan agreements. As of December 31, 2023, other financing obligations included $24.7 million related to insurance premium notes and certain secured borrowings, as well as $44.9 million outstanding under construction loan agreements.
Construction Loan Agreements
Certain wholly owned subsidiaries of Century Living, LLC, are parties to construction loan agreements with various banks, (which we collectively refer to as “the lenders”). These construction loan agreements collectively provide that we may borrow up to an aggregate of $187.6 million from the lenders for purposes of construction of multi-family projects in Colorado, with advances made by the lenders upon the satisfaction of certain conditions. Borrowings under the construction loan agreements bear interest at various rates, including a fixed rate, and floating interest rates per annum equal to the Secured Overnight Financing Rate (which we refer to as “SOFR”) and the Bloomberg Short-term Bank Yield Index, plus an applicable margin. The outstanding principal balances and all accrued and unpaid interest is due on varying maturity dates from March 17, 2026 through March 17, 2028, with certain of the construction loan agreements allowing for the option to extend the maturity dates for a period of 12 months if certain conditions are satisfied. The construction loan agreements contain customary affirmative and negative covenants (including covenants related to construction completion, and limitations on the use of loan proceeds, transfers of land, equipment, and improvements), as well as customary events of default. Interest on our construction loan agreements is capitalized to the multi-family properties assets included in prepaid expenses and other assets on the condensed consolidated balance sheets while the related multi-family rental properties are being actively developed.
As of June 30, 2024 and December 31, 2023, $72.9 million and $44.9 million was outstanding under the construction loan agreements respectively, with borrowings that bore a weighted average interest rate of 7.4% and 7.4% as of June 30, 2024 and December 31, 2023, respectively, and we were in compliance with all covenants thereunder.
Revolving Line of Credit
We are party to a Second Amended and Restated Credit Agreement, as amended, (which we refer to as the “Second A&R Credit Agreement”) with Texas Capital Bank, National Association, as Administrative Agent and L/C Issuer, and the lenders party thereto. The Second A&R Credit Agreement, which amended and restated our prior Amended and Restated Credit Agreement, provides us with a senior unsecured revolving line of credit (which we refer to as the “revolving line of credit”) of up to $800.0 million, and unless terminated earlier, will mature on April 30, 2026. The revolving line of credit includes a $250.0 million sublimit for standby letters of credit and a $50.0 million sublimit for swingline loans. Under the terms of the Second A&R Credit Agreement, we are entitled to request
an increase in the size of the revolving line of credit by an amount not exceeding $200.0 million. Our obligations under the Second A&R Credit Agreement are guaranteed by certain of our subsidiaries. The Second A&R Credit Agreement contains customary affirmative and negative covenants (including limitations on our ability to grant liens, incur additional debt, pay dividends, redeem our common stock, make certain investments and engage in certain merger, consolidation or asset sale transactions), as well as customary events of default. Borrowings under the Second A&R Credit Agreement are based on an adjusted term SOFR reference rate, which equals the greater of (i) 0.50% or (ii) the one-month quotation of the SOFR administered by the Federal Reserve Bank of New York, plus 0.10%.
As of June 30, 2024, $111.0 million was outstanding under the revolving line of credit, with borrowings that bore an interest rate of 7.5%, and we were in compliance with all covenants under the Second A&R Credit Agreement. As of December 31, 2023, no amount was outstanding under the revolving line of credit.
Mortgage Repurchase Facilities – Financial Services
Inspire is party to mortgage warehouse facilities with J.P. Morgan Chase Bank, N.A., Texas Capital Bank, and U.S. Bank National Association, which provide Inspire with uncommitted repurchase facilities of up to an aggregate of $350.0 million as of June 30, 2024, secured by the mortgage loans financed thereunder. The repurchase facilities have varying short term maturity dates through March 21, 2025. Borrowings under the mortgage repurchase facilities bear interest at variable interest rates per annum equal to SOFR plus an applicable margin, and bore a weighted average interest rate of 7.1% as of June 30, 2024.
Amounts outstanding under the repurchase facilities are not guaranteed by us or any of our subsidiaries, and the agreements contain various affirmative and negative covenants applicable to Inspire that are customary for arrangements of this type. As of June 30, 2024 and December 31, 2023, we had $248.8 million and $239.3 million outstanding under the repurchase facilities, respectively, and were in compliance with all covenants thereunder.
10. Interest on Senior Notes and Revolving Line of Credit
Interest on our senior notes and revolving line of credit, if applicable, 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, 2024 and 2023, we capitalized all interest costs incurred on these facilities during these periods.
Our interest costs were as follows (in thousands):
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2024 | 2023 | 2024 | 2023 | |||||||||
Interest capitalized beginning of period | $ | 75,172 | $ | 65,984 | $ | 72,598 | $ | 61,775 | ||||
Interest capitalized during period | 16,350 | 14,031 | 30,957 | 28,047 | ||||||||
Less: capitalized interest in cost of sales | (13,592) | (10,270) | (25,625) | (20,077) | ||||||||
Interest capitalized end of period | $ | 77,930 | $ | 69,745 | $ | 77,930 | $ | 69,745 | ||||
11. Income Taxes
At the end of each interim period, we are required to estimate our annual effective tax rate for the fiscal year and to use that rate to provide for income taxes for the current year-to-date reporting period. Our 2024 estimated annual effective tax rate, before discrete items of 24.6%, is driven by our blended federal and state statutory rate of 24.5%, and certain permanent differences between GAAP and tax, including disallowed deductions for executive compensation offset by estimated federal energy home credits for current year home deliveries, which combined resulted in a net increase of 0.1%.
For the six months ended June 30, 2024, our estimated annual rate of 24.6% was benefitted by discrete items which had a net impact of decreasing our rate by 0.5%, including the impact of excess tax benefits for vested stock-based compensation.
For the three months ended June 30, 2024 and 2023, we recorded income tax expense of $26.9 million and $17.3 million, respectively. For the six months ended June 30, 2024 and 2023, we recorded income tax expense of $46.9 million and $28.0 million, respectively.
12. Fair Value Disclosures
Fair value measurements are used for the Company’s mortgage loans held for sale, mortgage loans held for investment, mortgage servicing rights, interest rate lock commitments and other derivative instruments on a recurring basis. We also utilize fair value measurements on a non-recurring basis for inventories and intangible assets when events and circumstances indicate that the carrying value is not recoverable. The fair value hierarchy and its application to the Company’s assets and liabilities is as follows:
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 the measurement date.
Mortgage loans held for sale – Fair value is based on quoted market prices for committed and uncommitted mortgage loans.
Derivative assets and liabilities – Derivative assets are associated with interest rate lock commitments and investor commitments on loans and may also be associated with forward mortgage-backed securities contracts. Derivative liabilities are associated with forward mortgage-backed securities contracts. Fair value is based on market prices for similar instruments.
Level 3 – Valuations derived from techniques where one or more significant inputs or significant value drivers are unobservable in active markets at the measurement date.
Mortgage servicing rights - The fair value of the mortgage servicing rights is calculated using third-party valuations. The key assumptions, which are generally unobservable inputs, used in the valuation of the mortgage servicing rights include mortgage prepayment rates, discount rates and cost to service.
Mortgage loans held for investment at fair value – The fair value of mortgage loans held for investment at fair value is calculated based on Level 3 analysis which incorporates information including the value of underlying collateral, from markets where there is little observable trading activity.
The following outlines the Company’s assets and liabilities measured at fair value on a recurring basis at June 30, 2024 and December 31, 2023, respectively (in thousands):
June 30, | December 31, | |||||||||
Balance Sheet Classification | Hierarchy | 2024 | 2023 | |||||||
Mortgage loans held for sale | Mortgage loans held for sale | Level 2 | $ | 255,305 | $ | 251,852 | ||||
Mortgage loans held for investment at fair value (1) | Prepaid expenses and other assets | Level 3 | $ | 21,763 | $ | 21,041 | ||||
Derivative assets | Prepaid expenses and other assets | Level 2 | $ | 3,823 | $ | 1,618 | ||||
Mortgage servicing rights (2) | Prepaid expenses and other assets | Level 3 | $ | 34,070 | $ | 30,932 | ||||
Derivative liabilities | Accrued expenses and other liabilities | Level 2 | $ | — | $ | 5,291 | ||||
(1)The unobservable inputs used in the valuation of the mortgage loans held for investment at fair value include, among other items, the value of underlying collateral, from markets where there is little observable trading activity.
(2)The unobservable inputs used in the valuation of the mortgage servicing rights include mortgage prepayment rates, discount rates and cost to service, which were 8.7%, 10.3%, and $0.072 per year per loan, respectively, as of June 30, 2024, and 8.6%, 10.3%, and $0.072 per year per loan, respectively, as of December 31, 2023. The high and low end of the range of unobservable inputs used in the valuation did not result in a significant change to the fair value measurement.
The following table represents the reconciliation of the beginning and ending balance for the Level 3 recurring fair value measurements, with gains and losses from the changes in fair value reflected in financial services revenue on our condensed consolidated statements of operations (in thousands):
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||
Mortgage servicing rights | 2024 | 2023 | 2024 | 2023 | |||||||
Beginning of period | $ | 32,734 | $ | 23,901 | $ | 30,932 | $ | 24,164 | |||
Originations | 1,545 | 1,059 | 2,779 | 2,104 | |||||||
Settlements | (550) | (410) | (1,112) | (561) | |||||||
Changes in fair value | 341 | 2,081 | 1,471 | 924 | |||||||
End of period | $ | 34,070 | $ | 26,631 | $ | 34,070 | $ | 26,631 | |||
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||
Mortgage loans held-for-investment at fair value | 2024 | 2023 | 2024 | 2023 | |||||||
Beginning of period | $ | 21,620 | $ | 20,078 | $ | 21,041 | $ | 18,875 | |||
Transfers from loans held for sale | 808 | 1,730 | 1,956 | 3,164 | |||||||
Settlements | (347) | (681) | (661) | (681) | |||||||
Reduction in unpaid principal balance | (246) | (529) | (362) | (633) | |||||||
Changes in fair value | (72) | (39) | (211) | (166) | |||||||
End of period | $ | 21,763 | $ | 20,559 | $ | 21,763 | $ | 20,559 | |||
For the financial assets and liabilities that the Company does not reflect at fair value, the following present both their respective carrying value and fair value at June 30, 2024 and December 31, 2023, respectively (in thousands).
June 30, 2024 | December 31, 2023 | |||||||||||||
Hierarchy | Carrying | Fair Value | Carrying | Fair Value | ||||||||||
Cash and cash equivalents | Level 1 | $ | 106,682 | $ | 106,682 | $ | 226,150 | $ | 226,150 | |||||
3.875% senior notes (1)(2) | Level 2 | $ | 496,042 | $ | 444,375 | $ | 495,656 | $ | 436,875 | |||||
6.750% senior notes (1)(2) | Level 2 | $ | 497,618 | $ | 500,000 | $ | 497,210 | $ | 500,000 | |||||
Revolving line of credit(3) | Level 2 | $ | 111,000 | $ | 111,000 | $ | — | $ | — | |||||
Other financing obligations(3)(4) | Level 3 | $ | 81,684 | $ | 81,684 | $ | 69,605 | $ | 69,605 | |||||
Mortgage repurchase facilities(3) | Level 2 | $ | 248,816 | $ | 248,816 | $ | 239,298 | $ | 239,298 | |||||
(1)Estimated fair value of the senior notes is based on recent trading activity in inactive markets.
(2)Carrying amounts include any associated unamortized deferred financing costs, premiums and discounts. As of June 30, 2024, these amounts totaled $4.0 million and $2.4 million for the 3.875% senior notes and 6.750% senior notes, respectively. As of December 31, 2023, these amounts totaled $4.3 million and $2.8 million for the 3.875% senior notes and 6.750% senior notes, respectively.
(3)Carrying amount approximates fair value due to short-term nature and/or interest rate terms.
(4)During the period ended June 30, 2024, other financing obligations included $8.8 million related to insurance premium notes and certain secured borrowings that generally bore interest rates ranging from 5.0% to 7.7%, and $72.9 million related to outstanding borrowings on the construction loan agreements that bore a weighted average interest rate of 7.4% as of June 30, 2024. During the period ended December 31, 2023, other financing obligations included $24.7 million related to insurance premium notes and certain secured borrowings that generally bore interest rates ranging from 4.8% to 7.7%, and $44.9 million related to outstanding borrowings on the construction loan agreements that bore a weighted average interest rate of 7.4%.
Non-financial assets and liabilities include items such as inventory and property and equipment that are measured at fair value when acquired and as a result of impairments, if deemed necessary. During the three and six months ended June 30, 2024, we determined that inventory with a carrying value before impairment of $4.5 million for 2 communities in our Century Complete segment were not recoverable. Accordingly, we recognized impairment charges of an aggregate $0.6 million in order to record the communities at fair value. No impairment charges were recorded in the three and six months ended June 30, 2023. When impairment charges are recognized, the estimated fair value of communities are determined through a discounted cash flow approach utilizing Level 3 inputs. Changes in our cash flow projections in future periods related to these communities may change our conclusions on the recoverability of inventory in the future.
13. Stock-Based Compensation
During the six months ended June 30, 2024 and 2023, we granted restricted stock units (which we refer to as “RSUs”) covering 0.2 million and 0.2 million shares of common stock, respectively, with a grant date fair value of $85.84 and $62.61 per share, respectively, that vest over a three year period. During the six months ended June 30, 2024 and 2023, we granted 11.0 thousand and 11.0 thousand
shares of common stock, respectively, on an unrestricted basis (which we refer to as “stock awards”) with a grant date fair value of $82.84 and $65.77 per share, respectively, to our non-employee directors.
During the six months ended June 30, 2024 and 2023, we granted performance share units (which we refer to as “PSUs”) covering up to 0.3 million and 0.5 million shares of common stock assuming maximum level of performance with a grant date fair value of $82.23 and $60.05 per share, respectively, that are subject to both service and performance vesting conditions. The quantity of shares that will ultimately vest and be issued upon settlement of the PSUs ranges from 0% to 250% of a targeted number of shares and will be determined based on an achievement of a three year adjusted pre-tax income performance goal. During the six months ended June 30, 2024 and 2023, we issued 0.2 million and 0.3 million shares of common stock, respectively, upon the vesting and settlement of PSUs that were granted in previous periods. Approximately 1.1 million shares will vest from 2025 to 2027 if the defined maximum performance targets are met, and no shares will vest if the defined minimum performance targets are not met.
A summary of our outstanding PSUs, assuming the current estimated level of performance achievement, and RSUs are as follows (in thousands, except years):
June 30, 2024 | |||
Unvested units | 1,245 | ||
Unrecognized compensation cost | $ | 38,412 | |
Weighted-average years to recognize compensation cost | 1.62 | ||
During the three months ended June 30, 2024 and 2023, we recognized stock-based compensation expense of $7.9 million and $8.9 million, respectively. During the six months ended June 30, 2024 and 2023, we recognized stock-based compensation expense of $10.7 million and $14.3 million, respectively. Stock-based compensation expense is included in selling, general, and administrative expense on our condensed consolidated statements of operations. Stock-based compensation expense for PSUs is initially estimated based on target performance achievement and adjusted as appropriate throughout the performance period. Accordingly, future compensation cost associated with outstanding PSUs may increase or decrease based on the probability and extent of achievement with respect to the applicable performance measures.
14. Stockholders’ Equity
The Company’s authorized capital stock consists of 100.0 million shares of common stock, par value $0.01 per share, and 50.0 million shares of preferred stock, par value $0.01 per share. As of June 30, 2024 and December 31, 2023, there were 31.3 million and 31.8 million shares of common stock issued and outstanding, respectively, and no shares of preferred stock outstanding.
On May 4, 2022, the stockholders approved the adoption of the Century Communities, Inc. 2022 Omnibus Incentive Plan (which we refer to as the “2022 Incentive Plan”), which replaced the Century Communities, Inc. Amended and Restated 2017 Omnibus Incentive Plan (which we refer to as our “2017 Incentive Plan”). Under the 2022 Incentive Plan, 3.1 million shares of common stock are available for issuance to eligible participants, plus 51.2 thousand shares of our common stock that remained available for issuance under the 2017 Incentive Plan and any shares subject to awards outstanding under the 2017 Incentive Plan that are subsequently forfeited, cancelled, expire or otherwise terminate without the issuance of such shares. During the six months ended June 30, 2024 and 2023, we issued 0.3 million and 0.4 million shares of common stock, respectively, related to the vesting and settlement of RSUs and PSUs. As of June 30, 2024, approximately 2.2 million shares of common stock remained available for issuance under the 2022 Incentive Plan.
The following table sets forth cash dividends declared by our Board of Directors to holders of record of our common stock during the six months ended June 30, 2024 and 2023, respectively (in thousands, except per share information):
Six Months Ended June 30, 2024 | ||||||||||
Cash Dividends Declared and Paid | ||||||||||
Declaration Date | Record Date | Paid Date | Per Share | Amount | ||||||
February 7, 2024 | February 28, 2024 | March 13, 2024 | $ | 0.26 | $ | 8,264 | ||||
May 15, 2024 | May 29, 2024 | June 12, 2024 | $ | 0.26 | $ | 8,217 | ||||
Six Months Ended June 30, 2023 | ||||||||||
Cash Dividends Declared and Paid | ||||||||||
Declaration Date | Record Date | Paid Date | Per Share | Amount | ||||||
February 8, 2023 | March 1, 2023 | March 15, 2023 | $ | 0.23 | $ | 7,365 | ||||
May 17, 2023 | May 31, 2023 | June 14, 2023 | $ | 0.23 | $ | 7,368 | ||||
Under the 2022 Incentive Plan and the previous 2017 Incentive Plan, at the discretion of the Compensation Committee of the Board of Directors, RSUs and PSUs granted under the plan have the right to earn dividend equivalents, which entitles the holders of such RSUs and PSUs to additional RSUs and PSUs equal to the same dividend value per share as holders of common stock. Dividend equivalents are subject to the same vesting and other terms and conditions as the underlying RSUs and PSUs.
Our Board of Directors authorized a stock repurchase program in 2018, under which we may repurchase up to 4.5 million shares of our outstanding common stock. During the three and six months ended June 30, 2024, an aggregate of 465.0 thousand and 651.9 thousand shares, respectively, were repurchased for a total purchase price of approximately $37.0 million and $53.1 million, respectively, and a weighted average price of $79.61 and $81.49 per share, respectively. During the three and six months ended June 30, 2023, an aggregate of 30.4 thousand shares were repurchased for a total purchase price of approximately $2.0 million and a weighted average price of $64.84 per share. The maximum number of shares available to be repurchased under the stock repurchase program as of June 30, 2024 was 578,143 shares.
On July 22, 2024, our Board of Directors approved a new stock repurchase program under which we may repurchase up to an additional 4.5 million shares.
During the six months ended June 30, 2024 and 2023, shares of common stock at a total cost of $10.4 million and $10.6 million, respectively, were netted and surrendered as payment for minimum statutory withholding obligations in connection with the vesting of outstanding stock-based compensation awards. Shares surrendered by the participants in accordance with the applicable award agreements and plan are deemed repurchased and retired by us but are not part of our publicly announced share repurchase programs.
15. Earnings Per Share
We use the treasury stock method to calculate earnings per share as our currently issued non-vested RSUs and PSUs do not have participating rights.
The following table sets forth the computation of basic and diluted EPS for the three and six months ended June 30, 2024 and 2023 (in thousands, except share and per share information):
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2024 | 2023 | 2024 | 2023 | |||||||||
Numerator | ||||||||||||
Net income | $ | 83,724 | $ | 51,445 | $ | 148,055 | $ | 84,756 | ||||
Denominator | ||||||||||||
Weighted average common shares outstanding - basic | 31,648,130 | 32,025,186 | 31,728,544 | 31,970,106 | ||||||||
Dilutive effect of stock-based compensation awards | 444,659 | 222,210 | 437,254 | 212,439 | ||||||||
Weighted average common shares outstanding - diluted | 32,092,789 | 32,247,396 | 32,165,798 | 32,182,545 | ||||||||
Earnings per share: | ||||||||||||
Basic | $ | 2.65 | $ | 1.61 | $ | 4.67 | $ | 2.65 | ||||
Diluted | $ | 2.61 | $ | 1.60 | $ | 4.60 | $ | 2.63 | ||||
Stock-based awards are excluded from the calculation of diluted EPS in the event they are subject to unsatisfied performance conditions or are antidilutive. We excluded 0.4 million and 0.9 million common stock unit equivalents from diluted earnings per share during the three months ended June 30, 2024 and 2023, respectively, and we excluded 0.4 million and 0.7 million common stock unit equivalents from diluted earnings per share during the six months ended June 30, 2024 and 2023, respectively, related to the PSUs for which performance conditions remained unsatisfied.
16. Commitments and Contingencies
Letters of Credit and Performance Bonds
In the normal course of business, we post letters of credit and performance and other bonds primarily related to our land development performance obligations with local municipalities. As of June 30, 2024 and December 31, 2023, we had $514.8 million and $510.5 million, respectively, in letters of credit and performance and other bonds issued and outstanding.
Legal Proceedings
We are subject to claims and lawsuits that arise primarily in the ordinary course of business, which consist primarily of construction claims. It is the opinion of our management that if the claims have merit, parties other than the Company would be, at least in part, liable
for the claims, and the 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 on our condensed consolidated statements of operations for our estimated loss.
Under various insurance policies, we have the ability to recoup costs in excess of applicable self-insured retentions. Estimates of such amounts are recorded in other assets on our condensed consolidated balance sheet when recovery is probable.
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 flows.
ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
As used in this Quarterly Report on Form 10-Q (which we refer to as this “Form 10-Q”), references to “we,” “us,” “our,” “Century” or the “Company” refer to Century Communities, Inc., a Delaware corporation, and, unless the context otherwise requires, its subsidiaries and affiliates.
The following discussion and analysis of our financial condition and results of operations is intended to help the reader understand our Company, business, operations and present business environment and is provided as a supplement to, and should be read in conjunction with, our condensed consolidated financial statements and the related notes to those statements included elsewhere in this Form 10-Q and our Annual Report on Form 10-K for the fiscal year ended December 31, 2023. We use certain non-GAAP financial measures that we believe are important for purposes of comparison to prior periods. This information is also used by our management to measure the profitability of our ongoing operations and analyze our business performance and trends.
Cautionary Note Regarding Forward-Looking Statements
Some of the statements included in this Form 10-Q constitute forward-looking statements within the meaning of the federal securities laws. Forward-looking statements relate to expectations, beliefs, projections, forecasts, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. These statements are only predictions. We caution that forward-looking statements are not guarantees. Actual results could differ materially from those expressed or implied in the forward-looking statements. Forward-looking statements are typically identified by the use of terms such as “may,” “will,” “should,” “expect,” “could,” “intend,” “plan,” “anticipate,” “estimate,” “believe,” “continue,” “predict,” “potential,” “outlook,” the negative of such terms and other comparable terminology and the use of future dates. You can also identify forward-looking statements by discussions of strategy, plans or intentions. Actual results and the timing of events may differ materially from those contained in these forward-looking statements due to a number of factors.
The forward-looking statements included in this Form 10-Q reflect our current views about future events and are subject to numerous known and unknown risks, uncertainties, assumptions and changes in circumstances that may cause our actual results to differ significantly from those expressed in any forward-looking statement. Statements regarding the following subjects, among others, may be forward-looking and subject to risks and uncertainties including among others:
economic changes, either nationally or in the markets in which we operate, including increased interest rates and the resulting impact on the accessibility of mortgage loans to homebuyers, persistent inflation, and decreased employment levels;
shortages of or increased prices for labor, land or raw materials used in housing construction and resource shortages;
a downturn in the homebuilding industry, including a reduction in demand or a decline in real estate values or market conditions resulting in an adverse impact on our business, operating results and financial condition, including an impairment of our assets;
changes in assumptions used to make industry forecasts, population growth rates or trends affecting housing demand or prices;
volatility and uncertainty in the credit markets and broader financial markets and the impact on such markets and our ability to access them in the event of a threatened or actual U.S. government shutdown or sovereign default;
our future business operations, operating results and financial condition, and changes in our business and investment strategy;
availability and price of land to acquire, and our ability to acquire such land on favorable terms or at all;
availability, terms and deployment of capital;
availability or cost of mortgage financing or an increase in the number of foreclosures in the market;
delays in land development or home construction resulting from adverse weather conditions or other events outside our control;
delays in completion of projects, land development or home construction, or reduced consumer demand for housing resulting from significant weather conditions and natural disasters in the geographic areas where we operate;
the impact of construction defect, product liability, and/or home warranty claims, including the adequacy of accruals and the applicability and sufficiency of our insurance coverage;
changes in, or the failure or inability to comply with, governmental laws and regulations;
the timing of receipt of municipal, utility and other regulatory approvals and the opening of projects and construction and completion of our homes;
the impact and cost of compliance with evolving environmental, health and safety and other laws and regulations and third-party challenges to required permits and other approvals and potential legal liability in connection therewith;
the degree and nature of our competition;
unstable economic and political conditions as well as geopolitical conflicts, could adversely affect our supply chain by causing shortages or increases in costs for materials necessary to construct homes and/or increases to the price of gasoline and other fuels and cause higher interest rates, inflation or general economic uncertainty;
our leverage, debt service obligations and exposure to changes in interest rates and our ability to obtain additional or refinance our existing debt when needed or on favorable terms;
our ability to continue to fund and succeed in our mortgage lending business and the additional risks involved in that business;
availability of qualified personnel and contractors and our ability to obtain additional or retain existing key personnel and contractor relationships;
our ability to continue to pay dividends and make stock repurchases in the future; and
taxation and tax policy changes, tax rate changes, new tax laws, new or revised tax law interpretations or guidance.
Forward-looking statements are based on our beliefs, assumptions and expectations of future events, taking into account all information currently available to us. Forward-looking statements are not guarantees of future events or of our performance. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us. Some of these events and factors are described above and in “Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations” and in “Part I, Item 1A. Risk Factors” in our Annual Report on Form 10-K, and other risks and uncertainties detailed in this report, including “Part II, Item 1A. Risk Factors,” and our other reports and filings with the SEC. If a change occurs, our business, financial condition, liquidity, cash flows and results of operations may vary materially from those expressed in or implied by our forward-looking statements. New risks and uncertainties arise over time, and it is not possible for us to predict the occurrence of those matters or the manner in which they may affect us. Except as required by law, we are not obligated to, and do not intend to, update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Therefore, you should not rely on these forward-looking statements as of any date subsequent to the date of this Form 10-Q.
Business Overview
Century is engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in 18 states. In many of our projects, in addition to building homes, we entitle and develop the underlying land. We build and sell homes under our Century Communities and Century Complete brands.
Our Century Communities brand has an emphasis on serving the entry-level homebuilding market but offers a wide range of buyer profiles including: entry-level, first and second time move-up, and lifestyle homebuyers, and provides our homebuyers with the ability to personalize their homes through certain option and upgrade opportunities. Our Century Complete brand targets entry-level homebuyers, primarily sells homes through retail studios and the internet, and generally provides no option or upgrade opportunities.
Our homebuilding operations are organized into the following five reportable segments: West, Mountain, Texas, Southeast, and Century Complete. Our indirect wholly-owned subsidiaries, Inspire Home Loans Inc., Parkway Title, LLC, IHL Home Insurance Agency, LLC, and IHL Escrow Inc., which provide mortgage, title, insurance, and escrow services, respectively, primarily to our homebuyers, have been identified as our Financial Services segment. Additionally, our wholly owned subsidiary, Century Living, LLC, is engaged in the development, construction and management of multi-family rental properties, currently all located in Colorado. Century Living, LLC is included in our Corporate segment.
While we offer homes that appeal to a broad range of entry-level, move-up, and lifestyle homebuyers, our offerings are heavily weighted towards providing affordable housing options in each of our homebuyer segments. Additionally, we prefer building move-in-ready homes over built-to-order homes, which we believe allows for a faster construction process, advantageous pricing with subcontractors, and shortened time period from home sale to home delivery, thus allowing our customers greater certainty on their financing and allowing us to more appropriately price the homes and deploy our capital. Of the 4,975 homes delivered during the first six months of 2024, approximately 94% of our deliveries were made to entry-level homebuyers that were below the Federal Housing Administration-insured mortgage limits and approximately 98% of homes delivered were built as move-in ready homes.
We generated solid financial results during the three and six months ended June 30, 2024 and are encouraged by recent housing market conditions demonstrating strong, underlying demand for affordable new homes. While uncertainty remains surrounding interest rates, we experienced strong demand during the first half of 2024, as net new home contracts (new home contracts net of cancellations) for the three and six months ended June 30, 2024 increased 20.0% and 30.1%, respectively, as compared to the same prior year periods. We have continued to provide, when necessary, incentive offerings across our communities during the first six months of 2024, including
discounts on base home prices, lot premiums, and options and upgrades and financing incentives, including interest rate buydowns. During the six months ended June 30, 2024, cycle times have remained in the four- to five-month timeframe.
We anticipate the homebuilding markets in each of our operating segments will continue to be tied to both the macro-economic environment and the local economy, and we expect our operating strategy will continue to adapt to market changes, though we cannot provide any assurance that our strategies will remain consistent or continue to be successful. We believe future demand for our homes remains uncertain as future economic and market conditions remain uncertain, in particular with respect to inflation; the impact of potential future increases or decreases to the federal funds interest rate by the Federal Reserve; interest rates; availability and cost of mortgage loans to homebuyers; financial markets, credit and mortgage markets; the extent to which and how long government monetary directives, actions, and economic relief efforts will impact the U.S. economy; consumer confidence; wage growth; household formations; levels of new and existing homes for sale; prevailing home and rental prices; availability and cost of land, labor and construction materials; demographic trends; housing demand; and other factors, including those described elsewhere in this Form 10-Q. Specifically, changes in mortgage interest rates impact the costs of owning a home and affect the purchasing power of our customers and could impact homebuyer confidence. Changes in demand for our homes or cancellations due to mortgage interest rates or otherwise affect our operating results in future periods, including our net sales, home deliveries, gross margin, origination volume of and revenues from our Financial Services segment, and net income. As a result, our past performance may not be indicative of our future results.
Despite future macro-economic uncertainty, especially in relation to the interest rate environment, we believe we are well-positioned to benefit from the ongoing shortage of both new and resale homes available for purchase in our key markets and the favorable demographics that support the need for new affordable housing. We believe our operations are prepared to withstand volatility in future market conditions as a result of our product offerings which both span the home buying segment and focus on affordable price points, and our current and future inventories of attractive land positions. We have continued to focus on maintaining an appropriate balance of home and land inventories in relation to anticipated future demand, as well as prudent leverage, and, as a result, we believe we are well positioned to continue to execute on our strategy to optimize stockholder returns.
Results of Operations
During the three and six months ended June 30, 2024, we generated $110.6 million and $195.0 million, respectively, in income before income tax expense, as compared to $68.7 million and $112.8 million, respectively, in the respective prior year periods. During the three and six months ended June 30, 2024, we generated net income of $83.7 million, or $2.61 per diluted share, and $148.1 million, or $4.60 per diluted share, respectively, as compared to $51.4 million, or $1.60 per diluted share, and $84.8 million, or $2.63 per diluted share, respectively, in the respective prior year periods.
During the three and six months ended June 30, 2024, we generated total revenues of $1.0 billion and $2.0 billion, respectively, which represent increases of 23.1% and 24.5%, respectively, as compared to the respective prior year periods, driven primarily by increased home sales revenue from increased number of homes available for sale and increased average sales prices. During the three and six months ended June 30, 2024, we delivered 2,617 and 4,975 homes, respectively, with an average sales price of $388.8 thousand and $389.9 thousand, respectively. The number of homes delivered increased by 17.1% and 20.0%, respectively, during the three and six months ended June 30, 2024, as compared to the respective prior year periods, representing growth across all of our segments. Average sales price increased 6.2% and 4.1%, respectively, during the three and six months ended June 30, 2024, as compared to the respective prior year periods. During the three and six months ended June 30, 2024, net new contracts increased 20.0% and 30.1%, respectively, to 2,780 and 5,646, respectively, as compared to the respective prior year periods.
We ended the first quarter of 2024 with $111.0 million outstanding under our revolving line of credit, $106.7 million of cash and cash equivalents, $44.8 million of cash held in escrow, a homebuilding debt to capital ratio of 31.1%, and a net homebuilding debt to net capital ratio of 28.1%. During the three and six months ended June 30, 2024, we paid quarterly cash dividends to our stockholders of $0.26 per share, which represents a 13% increase from the $0.23 per share quarterly dividends paid during the three and six months ended June 30, 2023. During the six months ended June 30, 2024, we have continued to strategically increase our lot pipeline, including both organically and through an acquisition, resulting in 78,097 lots owned and controlled at June 30, 2024.
For the three and six months ended June 30, 2024, our Financial Services segment generated income before income tax of $5.7 million and $15.7 million, respectively, representing a decrease of 54.7% and 10.6%, respectively, as compared to the respective prior year periods. During the three and six months ended June 30, 2024, the number of mortgages originated increased by 30.0% and 39.4%, respectively, compared to the respective prior year periods, primarily due to our increased capture rate of 81% for both the three and six months ended June 30, 2024 as compared to 73% and 70% for the respective prior year periods, as well as a 34.6% and 37.8% increase, respectively, in the number of loans sold to third parties as compared to the respective prior year periods. While volume increased, the decreases in income before income tax for both the three- and six-month comparisons were primarily driven by an increase in financial services costs related to increased commissions, investor fees, and other support fees, and increases in net losses on the sale of mortgage loans, in each case in the current year periods as compared to the respective prior year period.
Our Century Living operations are engaged in construction on three multi-family for rent projects in Colorado, which commenced in 2022 and currently comprise over 900 total units. As of June 30, 2024, all three projects have begun leasing or pre-leasing, with 107 units completed, 90 units of which are occupied, and 845 units under development.
On January 22, 2024, we closed on the acquisition of substantially all the assets of Landmark Homes of Tennessee, Inc. (“Landmark”), a homebuilder with operations, including six active communities, in Nashville, Tennessee, for approximately $33.4 million in cash, inclusive of customary holdbacks.
The following table summarizes our results of operations for the three and six months ended June 30, 2024 and 2023:
(in thousands, except per share amounts) | Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||
2024 | 2023 | 2024 | 2023 | ||||||||||||||
Consolidated Statements of Operations: | |||||||||||||||||
Revenues | |||||||||||||||||
Home sales revenues | $ | 1,017,414 | $ | 818,360 | $ | 1,939,816 | $ | 1,553,960 | |||||||||
Land sales and other revenues | 377 | 1,554 | 1,593 | 3,089 | |||||||||||||
Total homebuilding revenues | 1,017,791 | 819,914 | 1,941,409 | 1,557,049 | |||||||||||||
Financial services revenues | 21,659 | 24,277 | 46,585 | 40,132 | |||||||||||||
Total revenues | 1,039,450 | 844,191 | 1,987,994 | 1,597,181 | |||||||||||||
Homebuilding cost of revenues | |||||||||||||||||
Cost of home sales revenues | (787,556) | (656,834) | (1,513,127) | (1,258,219) | |||||||||||||
Cost of land sales and other revenues | — | (375) | (37) | (375) | |||||||||||||
Total homebuilding cost of revenues | (787,556) | (657,209) | (1,513,164) | (1,258,594) | |||||||||||||
Financial services costs | (15,996) | (11,770) | (30,873) | (22,551) | |||||||||||||
Selling, general, and administrative | (125,973) | (105,120) | (240,082) | (203,433) | |||||||||||||
Inventory impairment | (570) | — | (570) | — | |||||||||||||
Other income (expense) | 1,278 | (1,344) | (8,353) | 154 | |||||||||||||
Income before income tax expense | 110,633 | 68,748 | 194,952 | 112,757 | |||||||||||||
Income tax expense | (26,909) | (17,303) | (46,897) | (28,001) | |||||||||||||
Net income | $ | 83,724 | $ | 51,445 | $ | 148,055 | $ | 84,756 | |||||||||
Earnings per share: | |||||||||||||||||
Basic | $ | 2.65 | $ | 1.61 | $ | 4.67 | $ | 2.65 | |||||||||
Diluted | $ | 2.61 | $ | 1.60 | $ | 4.60 | $ | 2.63 | |||||||||
Adjusted diluted earnings per share(1) | $ | 2.65 | $ | 1.60 | $ | 4.86 | $ | 2.63 | |||||||||
Other Operating Information (dollars in thousands): | |||||||||||||||||
Number of homes delivered | 2,617 | 2,235 | 4,975 | 4,147 | |||||||||||||
Average sales price of homes delivered | $ | 388.8 | $ | 366.2 | $ | 389.9 | $ | 374.7 | |||||||||
Homebuilding gross margin percentage(2) | 22.5 | % | 19.7 | % | 22.0 | % | 19.0 | % | |||||||||
Adjusted homebuilding gross margin excluding interest, inventory impairment, and purchase price accounting for acquired work in process inventory (1) | 24.0 | % | 21.0 | % | 23.4 | % | 20.3 | % | |||||||||
Backlog at end of period, number of homes | 1,753 | 2,002 | 1,753 | 2,002 | |||||||||||||
Backlog at end of period, aggregate sales value | $ | 754,623 | $ | 750,079 | $ | 754,623 | $ | 750,079 | |||||||||
Average sales price of homes in backlog | $ | 430.5 | $ | 374.7 | $ | 430.5 | $ | 374.7 | |||||||||
Net new home contracts | 2,780 | 2,317 | 5,646 | 4,339 | |||||||||||||
Selling communities at period end | 266 | 233 | 266 | 233 | |||||||||||||
Average selling communities | 264 | 223 | 259 | 228 | |||||||||||||
Total owned and controlled lot inventory | 78,097 | 57,775 | 78,097 | 57,775 | |||||||||||||
Adjusted EBITDA(1) | $ | 130,647 | $ | 80,061 | $ | 240,263 | $ | 134,805 | |||||||||
Adjusted income before income tax expense(1) | $ | 112,176 | $ | 68,748 | $ | 205,797 | $ | 112,757 | |||||||||
Adjusted net income(1) | $ | 85,191 | $ | 51,445 | $ | 156,291 | $ | 84,756 | |||||||||
Net homebuilding debt to net capital (1) | 28.1 | % | 22.3 | % | 28.1 | % | 22.3 | % | |||||||||
(1) This is a non-GAAP financial measure and should not be used as a substitute for our operating results prepared in accordance with GAAP. See the reconciliations to the most comparable GAAP measure and other information under “Non-GAAP Financial Measures.” An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP.
(2) Homebuilding gross margin percentage is inclusive of impairment charges, if applicable. We recorded impairment charges of $0.6 million during the three and six months ended June 30, 2024. No impairment charges were recorded during the three and six months ended June 30,2023.
Results of Operations by Segment
(dollars in thousands)
New Homes Delivered | Average Sales Price of Homes Delivered | Home Sales Revenues | Income before Income Tax Expense | |||||||||||||||||||||
Three Months Ended June 30, | Three Months Ended June 30, | Three Months Ended June 30, | Three Months Ended June 30, | |||||||||||||||||||||
2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |||||||||||||||||
West | 325 | 254 | $ | 626.7 | $ | 548.2 | $ | 203,684 | $ | 139,244 | $ | 32,169 | $ | 14,966 | ||||||||||
Mountain | 486 | 455 | 532.7 | 503.7 | 258,877 | 229,170 | 34,365 | 24,689 | ||||||||||||||||
Texas | 485 | 450 | 301.1 | 281.2 | 146,014 | 126,549 | 17,831 | 11,452 | ||||||||||||||||
Southeast | 349 | 275 | 441.3 | 426.5 | 153,999 | 117,280 | 25,843 | 17,992 | ||||||||||||||||
Century Complete | 972 | 801 | 262.2 | 257.3 | 254,840 | 206,117 | 29,036 | 16,348 | ||||||||||||||||
Financial Services | — | — | — | — | — | — | 5,663 | 12,507 | ||||||||||||||||
Corporate | — | — | — | — | — | — | (34,274) | (29,206) | ||||||||||||||||
Total | 2,617 | 2,235 | $ | 388.8 | $ | 366.2 | $ | 1,017,414 | $ | 818,360 | $ | 110,633 | $ | 68,748 | ||||||||||
New Homes Delivered | Average Sales Price of Homes Delivered | Home Sales Revenues | Income before Income Tax Expense | |||||||||||||||||||||
Six Months Ended June 30, | Six Months Ended June 30, | Six Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||||
2024 | 2023 | 2024 | 2023 | 2024 | 2023 | 2024 | 2023 | |||||||||||||||||
West | 609 | 457 | $ | 617.3 | $ | 586.7 | $ | 375,938 | $ | 268,138 | $ | 58,876 | $ | 22,939 | ||||||||||
Mountain | 981 | 910 | 523.0 | 521.7 | 513,016 | 474,764 | 62,173 | 52,497 | ||||||||||||||||
Texas | 909 | 777 | 304.9 | 278.0 | 277,189 | 215,983 | 31,703 | 15,125 | ||||||||||||||||
Southeast | 728 | 473 | 433.4 | 431.7 | 315,500 | 204,209 | 46,639 | 29,958 | ||||||||||||||||
Century Complete | 1,748 | 1,530 | 262.1 | 255.5 | 458,173 | 390,866 | 50,136 | 30,298 | ||||||||||||||||
Financial Services | — | — | — | — | — | — | 15,712 | 17,581 | ||||||||||||||||
Corporate | — | — | — | — | — | — | (70,287) | (55,641) | ||||||||||||||||
Total | 4,975 | 4,147 | $ | 389.9 | $ | 374.7 | $ | 1,939,816 | $ | 1,553,960 | $ | 194,952 | $ | 112,757 | ||||||||||
West
During the three and six months ended June 30, 2024, our West segment generated income before income tax expense of $32.2 million and $58.9 million, respectively, an increase of 114.9% and 156.7%, respectively, over the respective prior year period, which were driven by increases in home sales revenue of $64.4 million and $107.8 million, respectively. The revenue increases for the three and six- month comparisons were primarily driven by an increase of 28.0% and 33.3%, respectively, in the number of homes delivered, and increases of 14.3% and 5.2%, respectively, in the average sales price per home. The increases in the number of homes delivered were primarily driven by increases in the number of homes under construction, and the average sales price increases were driven by the mix of deliveries within individual communities.
Mountain
During the three and six months ended June 30, 2024, our Mountain segment generated income before income tax expense of $34.4 million and $62.2 million, respectively, an increase of 39.2% and 18.4%, respectively, over the respective prior year period, which were driven by increases in home sales revenue of $29.7 million and $38.3 million, respectively. The revenue increases for the three and six- month comparisons were primarily driven by an increase of 6.8% and 7.8%, respectively, in the number of homes delivered, and for the three-month comparison increases of 5.8% in the average sales price per home. The increases in the number of homes delivered were primarily driven by increases in the number of homes under construction, and the average sales price increases were driven by the mix of deliveries within individual communities.
Texas
During the three and six months ended June 30, 2024, our Texas segment generated income before income tax expense of $17.8 million and $31.7 million, respectively, an increase of 55.7% and 109.6%, respectively, over the respective prior year period, which were driven by increases in home sales revenue of $19.5 million and $61.2 million, respectively. The revenue increases for the three and six- month comparisons were primarily driven by an increase of 7.8% and 17.0%, respectively, in the number of homes delivered, and increases of 7.1% and 9.7%, respectively, in the average sales price per home. The increases in the number of homes delivered were primarily driven
by increases in the number of homes under construction, and the average sales price increases were driven by the mix of deliveries within individual communities.
Southeast
During the three and six months ended June 30, 2024, our Southeast segment generated income before income tax expense of $25.8 million and $46.6 million, respectively, an increase of 43.6% and 55.7%, respectively, over the respective prior year period, which were driven by increases in home sales revenue of $36.7 million and $111.3 million, respectively. The revenue increases for the three and six- month comparisons were primarily driven by an increase of 26.9% and 53.9%, respectively, in the number of homes delivered, and for the three-month comparison increases of 3.5% in the average sales price per home. The increases in the number of homes delivered were primarily driven by increases in the number of homes under construction, and the average sales price increases were driven by the mix of deliveries within individual communities.
Century Complete
During the three and six months ended June 30, 2024, our Century Complete segment generated income before income tax expense of $29.0 million and $50.1 million, respectively, an increase of 77.6% and 65.5%, respectively, over the respective prior year period, which were driven by increases in home sales revenue of $48.7 million and $67.3 million, respectively. The revenue increases for the three and six- month comparisons were primarily driven by an increase of 21.3% and 14.2%, respectively, in the number of homes delivered, and increases of 1.9% and 2.6%, respectively, in the average sales price per home. The increases in the number of homes delivered were primarily driven by increases in the number of homes under construction, and the average sales price increases were driven by the mix of deliveries within individual communities.
Financial Services
Our Financial Services segment originates mortgages primarily for our homebuyers, and as such, performance typically correlates to our number of homes delivered. For the three and six months ended June 30, 2024, our Financial Services segment generated income before income tax of $5.7 million and $15.7 million, respectively, representing a decrease of 54.7% and 10.6%, respectively, as compared to the respective prior year periods. During the three and six months ended June 30, 2024, the number of mortgages originated increased by 30.0% and 39.4%, respectively, compared to the respective prior year periods, primarily due to our increased capture rate of 81% for both the three and six months ended June 30, 2024 as compared to 73% and 70% for the respective prior year periods, as well as a 34.6% and 37.8% increase, respectively, in the number of loans sold to third parties as compared to the respective prior year periods. While volume increased, the decreases in income before income tax for both the three- and six-month comparisons were primarily driven by an increase in financial services costs related to increased commissions, investor fees, and other support fees, and increases in net losses on the sale of mortgage loans, in each case in the current year periods as compared to the respective prior year periods.
The following table presents selected operational data for our Financial Services segment in relation to our loan origination activities (dollars in thousands):
Three Months Ended June 30, | Six Months Ended June 30, | ||||||||||||||
2024 | 2023 | 2024 | 2023 | ||||||||||||
Total originations: | |||||||||||||||
Number of loans | 1,750 | 1,346 | 3,256 | 2,335 | |||||||||||
Principal | $ | 614,659 | $ | 462,088 | $ | 1,155,997 | $ | 805,169 | |||||||
Capture rate of Century homebuyers | 81 | % | 73 | % | 81 | % | 70 | % | |||||||
Century Communities | 86 | % | 79 | % | 86 | % | 76 | % | |||||||
Century Complete | 74 | % | 62 | % | 72 | % | 59 | % | |||||||
Average FICO score | 728 | 725 | 728 | 724 | |||||||||||
Century Communities | 735 | 729 | 734 | 729 | |||||||||||
Century Complete | 713 | 714 | 714 | 714 | |||||||||||
Loans sold to third parties: | |||||||||||||||
Number of loans sold | 1,621 | 1,204 | 3,229 | 2,343 | |||||||||||
Principal | $ | 577,344 | $ | 418,613 | $ | 1,145,736 | $ | 808,423 | |||||||
Corporate
During the three and six months ended June 30, 2024, our Corporate segment generated losses of $34.3 million and $70.3 million, respectively as compared to a losses of $29.2 million and $55.6 million, respectively, during the same respective periods in 2023. The increase in loss for the three-month comparison was primarily due to an increase in compensation costs as compared to the period year period, and the increase in loss for the six-month comparison was primarily due to a $7.7 million impairment related to other investments during the six months ended June 30, 2024, as well as increased compensation costs as compared to the prior year period.
Homebuilding Gross Margin
Homebuilding gross margin represents home sales revenues less cost of home sales revenues and inventory impairment, if applicable. Our homebuilding gross margin percentage, which represents homebuilding gross margin divided by home sales revenues, increased for the three and six months ended June 30, 2024 to 22.5% and 22.0%, respectively, as compared to 19.7% and 19.0%, respectively, for the three and six months ended June 30, 2023. The increase was primarily driven by deliveries during the prior year periods that carried both higher incentives and elevated construction costs due to homes commencing construction during high costs periods in 2022.
In the following table, we calculate our homebuilding gross margin and our adjusted homebuilding gross margin, as adjusted to exclude inventory impairment, if applicable, and interest in cost of home sales revenues, and further adjusted to exclude the effect of purchase price accounting for acquired work in process inventory, if applicable.
(dollars in thousands) | ||||||||||||
Three Months Ended June 30, | ||||||||||||
2024 | % | 2023 | % | |||||||||
Home sales revenues | $ | 1,017,414 | 100.0 | % | $ | 818,360 | 100.0 | % | ||||
Cost of home sales revenues | (787,556) | (77.4) | % | (656,834) | (80.3) | % | ||||||
Inventory impairment | (570) | (0.1) | % | — | — | % | ||||||
Homebuilding gross margin | 229,288 | 22.5 | % | 161,526 | 19.7 | % | ||||||
Add: Inventory impairment | 570 | 0.1 | % | — | — | % | ||||||
Add: Interest in cost of home sales revenues | 13,592 | 1.3 | % | 10,270 | 1.3 | % | ||||||
Adjusted homebuilding gross margin excluding interest and inventory impairment (1) | $ | 243,450 | 23.9 | % | $ | 171,796 | 21.0 | % | ||||
Add: Purchase price accounting for acquired work in process inventory | 973 | 0.1 | % | — | — | % | ||||||
Adjusted homebuilding gross margin excluding interest, inventory impairment and purchase price accounting for acquired work in process inventory(1) | $ | 244,423 | 24.0 | % | $ | 171,796 | 21.0 | % | ||||
Six Months Ended June 30, | ||||||||||||
2024 | % | 2023 | % | |||||||||
Home sales revenues | $ | 1,939,816 | 100.0 | % | $ | 1,553,960 | 100.0 | % | ||||
Cost of home sales revenues | (1,513,127) | (78.0) | % | (1,258,219) | (81.0) | % | ||||||
Inventory impairment | (570) | (0.0) | % | — | — | % | ||||||
Homebuilding gross margin | 426,119 | 22.0 | % | 295,741 | 19.0 | % | ||||||
Add: Inventory impairment | 570 | 0.0 | % | — | — | % | ||||||
Add: Interest in cost of home sales revenues | 25,625 | 1.3 | % | 20,077 | 1.3 | % | ||||||
Adjusted homebuilding gross margin excluding interest and inventory impairment (1) | $ | 452,314 | 23.3 | % | $ | 315,818 | 20.3 | % | ||||
Add: Purchase price accounting for acquired work in process inventory | 2,553 | 0.1 | % | — | — | % | ||||||
Adjusted homebuilding gross margin excluding interest, inventory impairment and purchase price accounting for acquired work in process inventory(1) | $ | 454,867 | 23.4 | % | $ | 315,818 | 20.3 | % | ||||
(1)This non-GAAP financial measure should not be used as a substitute for our operating results in accordance with GAAP. See the reconciliations to the most comparable GAAP measure and other information under “Non-GAAP Financial Measures.” An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP.
For the three and six months ended June 30, 2024, our adjusted homebuilding gross margin percentage excluding inventory impairment (if applicable), interest in cost of home sales revenues, and purchase price accounting for work in process inventory (if applicable), was 24.0% and 23.4%, respectively, as compared to 21.0% and 20.3% for the same respective periods in 2023. We believe the above information is meaningful as it isolates the impact that inventory impairment (if applicable), indebtedness, and acquisitions (if applicable) have on our homebuilding gross margin and allows for comparability of our homebuilding gross margins to previous periods and our competitors.
Selling, General and Administrative Expense
(dollars in thousands) | |||||||||||||||
Three Months Ended June 30, | Change | ||||||||||||||
2024 | 2023 | Amount | % | ||||||||||||
Selling, general and administrative | $ | 125,973 | $ | 105,120 | $ | 20,853 | 19.8 | % | |||||||
As a percentage of home sales revenue | 12.4 | % | 12.8 | % | |||||||||||
Six Months Ended June 30, | Change | ||||||||||||||
2024 | 2023 | Amount | % | ||||||||||||
Selling, general and administrative | $ | 240,082 | $ | 203,433 | $ | 36,649 | 18.0 | % | |||||||
As a percentage of home sales revenue | 12.4 | % | 13.1 | % | |||||||||||
Our selling, general and administrative expense increased $20.8 million and $36.6 million, respectively, for the three and six months ended June 30, 2024 as compared to the respective prior year periods. For both the three and six-month comparisons, these increases were primarily attributable to an increase in internal and external commission expense associated with the increase in home sales revenue and increased compensation and other costs due to increased active community count. As a percentage of home sales revenue, our selling, general and administrative expense decreased 40 basis points and 70 basis points, respectively, during the three and six months ended June 30, 2024, driven primarily by increased revenue on a partially fixed cost base.
Income Tax Expense
At the end of each interim period, we are required to estimate our annual effective tax rate for the fiscal year and to use that rate to provide for income taxes for the current year-to-date reporting period. Our 2024 estimated annual effective tax rate, before discrete items of 24.6%, is driven by our blended federal and state statutory rate of 24.5%, and certain permanent differences between GAAP and tax, including disallowed deductions for executive compensation offset by estimated federal energy home credits for current year home deliveries, which combined resulted in a net increase of 0.1%.
For the six months ended June 30, 2024, our estimated annual rate of 24.6% was benefitted by discrete items which had a net impact of decreasing our rate by 0.5%, including the impact of excess tax benefits for vested stock-based compensation.
For the three months ended June 30, 2024 and 2023, we recorded income tax expense of $26.9 million and $17.3 million, respectively. For the six months ended June 30, 2024 and 2023, we recorded income tax expense of $46.9 million and $28.0 million, respectively.
Segment Assets
(dollars in thousands)
June 30, | December 31 | Increase (Decrease) | ||||||||||
2024 | 2023 | Amount | Change | |||||||||
West | $ | 815,259 | $ | 786,489 | $ | 28,770 | 3.7 | % | ||||
Mountain | 1,055,488 | 1,051,052 | 4,436 | 0.4 | % | |||||||
Texas | 655,314 | 577,129 | 78,185 | 13.5 | % | |||||||
Southeast | 584,733 | 503,249 | 81,484 | 16.2 | % | |||||||
Century Complete | 467,331 | 386,444 | 80,887 | 20.9 | % | |||||||
Financial Services | 440,189 | 450,208 | (10,019) | (2.2) | % | |||||||
Corporate | 313,130 | 384,791 | (71,661) | (18.6) | % | |||||||
Total assets | $ | 4,331,444 | $ | 4,139,362 | $ | 192,082 | 4.6 | % | ||||
Total assets increased to $4.3 billion as of June 30, 2024 as compared to $4.1 billion as of December 31, 2023, primarily as a result of changes in our inventory balances within our homebuilding segments related to timing of home and land development construction activities and an increase in the number of homes under construction.
Lots owned and controlled
June 30, 2024 | December 31, 2023 | % Change | |||||||||||||||||||
Owned | Controlled | Total | Owned | Controlled | Total | Owned | Controlled | Total | |||||||||||||
West | 4,434 | 3,665 | 8,099 | 4,036 | 3,259 | 7,295 | 9.9 | % | 12.5 | % | 11.0 | % | |||||||||
Mountain | 8,651 | 4,987 | 13,638 | 8,615 | 5,025 | 13,640 | 0.4 | % | (0.8) | % | (0.0) | % | |||||||||
Texas | 9,777 | 9,823 | 19,600 | 8,647 | 11,027 | 19,674 | 13.1 | % | (10.9) | % | (0.4) | % | |||||||||
Southeast | 5,461 | 12,446 | 17,907 | 5,486 | 10,941 | 16,427 | (0.5) | % | 13.8 | % | 9.0 | % | |||||||||
Century Complete | 4,454 | 14,399 | 18,853 | 3,839 | 12,845 | 16,684 | 16.0 | % | 12.1 | % | 13.0 | % | |||||||||
Total | 32,777 | 45,320 | 78,097 | 30,623 | 43,097 | 73,720 | 7.0 | % | 5.2 | % | 5.9 | % | |||||||||
Of our total lots owned and controlled as of June 30, 2024, 42.0% were owned and 58.0% were controlled, as compared to 41.5% owned and 58.5% controlled as of December 31, 2023.
Other Homebuilding Operating Data
Net new home contracts
Three Months Ended | Six Months Ended | |||||||||||||||||
June 30, | Increase (Decrease) | June 30, | Increase (Decrease) | |||||||||||||||
2024 | 2023 | Amount | % Change | 2024 | 2023 | Amount | % Change | |||||||||||
West | 376 | 237 | 139 | 58.6 | % | 816 | 580 | 236 | 40.7 | % | ||||||||
Mountain | 552 | 446 | 106 | 23.8 | % | 1,163 | 779 | 384 | 49.3 | % | ||||||||
Texas | 520 | 400 | 120 | 30.0 | % | 1,034 | 875 | 159 | 18.2 | % | ||||||||
Southeast | 386 | 351 | 35 | 10.0 | % | 836 | 593 | 243 | 41.0 | % | ||||||||
Century Complete | 946 | 883 | 63 | 7.1 | % | 1,797 | 1,512 | 285 | 18.8 | % | ||||||||
Total | 2,780 | 2,317 | 463 | 20.0 | % | 5,646 | 4,339 | 1,307 | 30.1 | % | ||||||||
Net new home contracts (new home contracts net of cancellations) for the three months ended June 30, 2024 increased by 463 homes, or 20.0%, to 2,780 as compared to 2,317 for the same period in 2023. Net new home contracts for the six months ended June 30, 2024 increased by 1,307 homes, or 30.1%, to 5,646 as compared to 4,339 for the same period in 2023. These increases were primarily due to more homes available for sale, as well as favorable market conditions.
Monthly absorption rate
Our overall monthly “absorption rate” (the rate at which home orders are contracted, net of cancellations) for the three and six months ended June 30, 2024 and 2023 by segment are included in the tables below:
Three Months Ended June 30, | Increase (Decrease) | ||||||||
2024 | 2023 | Amount | % Change | ||||||
West | 4.8 | 3.4 | 1.4 | 41.2 | % | ||||
Mountain | 3.9 | 3.6 | 0.3 | 8.3 | % | ||||
Texas | 3.9 | 3.5 | 0.4 | 11.4 | % | ||||
Southeast | 3.8 | 4.0 | (0.2) | (5.0) | % | ||||
Century Complete | 2.8 | 2.9 | (0.1) | (3.4) | % | ||||
Total | 3.5 | 3.3 | 0.2 | 6.1 | % | ||||
Six Months Ended June 30, | Increase (Decrease) | ||||||||
2024 | 2023 | Amount | % Change | ||||||
West | 5.0 | 4.2 | 0.8 | 19.0 | % | ||||
Mountain | 4.2 | 3.2 | 1.0 | 31.3 | % | ||||
Texas | 4.1 | 3.8 | 0.3 | 7.9 | % | ||||
Southeast | 4.4 | 3.4 | 1.0 | 29.4 | % | ||||
Century Complete | 2.7 | 2.5 | 0.2 | 8.0 | % | ||||
Total | 3.7 | 3.1 | 0.6 | 19.4 | % | ||||
During the three and six months ended June 30, 2024, our absorption rates increased by 6.1% and 19.4%, respectively, to 3.5 per month and 3.7 per month, respectively, as compared to the same respective periods in 2023, driven by strong demand for new homes during the current period as homebuyers adjust to the higher interest rate environment.
Selling communities at period end
As of June 30, | Increase/(Decrease) | |||||||||
2024 | 2023 | Amount | % Change | |||||||
West | 26 | 23 | 3 | 13.0 | % | |||||
Mountain | 47 | 41 | 6 | 14.6 | % | |||||
Texas | 45 | 38 | 7 | 18.4 | % | |||||
Southeast | 34 | 29 | 5 | 17.2 | % | |||||
Century Complete | 114 | 102 | 12 | 11.8 | % | |||||
Total | 266 | 233 | 33 | 14.2 | % | |||||
Our selling communities increased by 33 communities to 266 communities at June 30, 2024 as compared to 233 at June 30, 2023. This 14.2% increase was a result of an increased land pipeline that resulted in new community openings in excess of community closeouts during the first six months of 2024.
Backlog
(dollars in thousands)
As of June 30, | |||||||||||||||||||||||||
2024 | 2023 | % Change | |||||||||||||||||||||||
Homes | Dollar Value | Average Sales Price | Homes | Dollar Value | Average Sales Price | Homes | Dollar Value | Average Sales Price | |||||||||||||||||
West | 313 | $ | 213,931 | $ | 683.5 | 203 | $ | 129,616 | $ | 638.5 | 54.2 | % | 65.0 | % | 7.0 | % | |||||||||
Mountain | 345 | 198,484 | 575.3 | 310 | 149,369 | 481.8 | 11.3 | % | 32.9 | % | 19.4 | % | |||||||||||||
Texas | 293 | 87,826 | 299.7 | 253 | 78,360 | 309.7 | 15.8 | % | 12.1 | % | (3.2) | % | |||||||||||||
Southeast | 250 | 107,965 | 431.9 | 325 | 148,616 | 457.3 | (23.1) | % | (27.4) | % | (5.6) | % | |||||||||||||
Century Complete | 552 | 146,417 | 265.2 | 911 | 244,118 | 268.0 | (39.4) | % | (40.0) | % | (1.0) | % | |||||||||||||
Total / Weighted Average | 1,753 | $ | 754,623 | $ | 430.5 | 2,002 | $ | 750,079 | $ | 374.7 | (12.4) | % | 0.6 | % | 14.9 | % | |||||||||
Backlog reflects the number of homes, net of cancellations, for which we have entered into a sales contract with a customer but for which we have not yet delivered the home. At June 30, 2024, we had 1,753 homes in backlog, which represents a decrease of 12.4% as compared to 2,002 homes in backlog at June 30, 2023, with a total value of $754.6 million, as compared to $750.1 million at June 30, 2023. Backlog dollar value remained consistent due to an increase in average sales prices of backlog units offset by a decrease in the number of backlog units. Backlog average sales price increased 14.9% as compared to the period year period, largely due to mix, including a decrease in the percentage of Century Complete homes to total homes in backlog.
Supplemental Guarantor Information
Our 6.750% senior notes due 2027 (which we collectively refer to as our “2027 Notes”) and our 3.875% senior notes due 2029 (which we collectively refer to as our “2029 Notes” and together with the 2027 Notes, the “Senior Notes”) are our unsecured senior obligations and are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by substantially all of our direct and indirect wholly-owned operating subsidiaries (which we refer to collectively as “Guarantors”). Our subsidiaries associated with our Financial Services operations (referred to as “Non-Guarantors”) do not guarantee the Senior Notes. The guarantees are senior unsecured obligations of the Guarantors that rank equal with all existing and future senior debt of the Guarantors and senior to all subordinated debt of the Guarantors. The guarantees are effectively subordinated to any secured debt of the Guarantors. As of June 30, 2024, Century Communities, Inc. had outstanding $1.0 billion in total principal amount of Senior Notes.
Each of the indentures governing our 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 respective indentures), which sale, transfer, exchange or other disposition does not constitute an “Asset Sale” (as defined in the respective indentures) or is made in compliance with applicable provisions of the applicable 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 applicable indenture; provided, that after such sale, transfer, exchange or other disposition, such Guarantor is an “Immaterial Subsidiary” (as defined in the respective indentures); (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 applicable 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 applicable 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 applicable Indenture; (4) upon the designation of such Guarantor as an “Unrestricted Subsidiary” (as defined in the respective Indentures), in accordance with the applicable indenture; (5) if the Company exercises its legal defeasance option or covenant defeasance option under the applicable indenture or if the obligations of the Company and the Guarantors are discharged in compliance with applicable provisions of the applicable indenture, upon such exercise or discharge; or (6) in connection with the dissolution of such Guarantor under applicable law in accordance with the applicable indenture.
If a guarantor were to become a debtor in a case under the US Bankruptcy Code, a court may decline to enforce its guarantee of the Senior Notes. This may occur when, among other factors, it is found that the guarantor originally received less than fair consideration for the guarantee and the guarantor would be rendered insolvent by enforcement of the guarantee. On the basis of historical financial information, operating history and other factors, we believe that each of the guarantors, after giving effect to the issuance of its guarantee of the Senior Notes when the guarantee was issued, was not insolvent and did not and has not incurred debts beyond its ability to pay such debts as they mature. The Company cannot predict, however, what standard a court would apply in making these determinations or that a court would agree with our conclusions in this regard.
Only the 2027 Notes and the related guarantees are registered securities under the Securities Act of 1933, as amended (the “Securities Act”). The offer and sale of the 2029 Notes and the related guarantees were not and will not be registered under the Securities Act or the securities laws of any other jurisdiction and instead were issued in reliance upon an exemption from such registration. Unless they are subsequently registered under the Securities Act, neither the 2029 Notes nor the related guarantees may be offered and sold only in transactions that are exempt from the registration requirements under the Securities Act and the applicable securities laws of any other jurisdiction.
The Guarantors’ condensed supplemental financial information is presented in this report as if the Senior Note guarantees existed during the periods presented pursuant to applicable SEC rules and guidance. If any Guarantors are released from the guarantees in future periods, the changes are reflected prospectively. 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.
The following summarized financial information is presented for Century Communities, Inc. and the Guarantor Subsidiaries on a combined basis after eliminating intercompany transactions and balances among Century Communities, Inc. and the Guarantor Subsidiaries, as well as their investment in, and equity in earnings from Non-Guarantor Subsidiaries.
Century Communities, Inc. and Guarantor Subsidiaries
Summarized Balance Sheet Data (in thousands) | June 30, 2024 | December 31, 2023 | ||||
Assets | ||||||
Cash and cash equivalents | $ | — | $ | 104,900 | ||
Cash held in escrow | 44,823 | 101,845 | ||||
Accounts receivable | 70,018 | 67,480 | ||||
Due from non-guarantors | — | 17,982 | ||||
Inventories | 3,295,336 | 3,016,641 | ||||
Prepaid expenses and other assets | 334,623 | 282,056 | ||||
Property and equipment, net | 96,947 | 68,839 | ||||
Deferred tax assets, net | 17,426 | 16,998 | ||||
Goodwill | 32,082 | 30,395 | ||||
Total assets | $ | 3,891,255 | $ | 3,707,136 | ||
Liabilities and stockholders’ equity | ||||||
Liabilities: | ||||||
Accounts payable | $ | 156,573 | $ | 145,231 | ||
Accrued expenses and other liabilities | 241,385 | 259,912 | ||||
Due to non-guarantors | 14,303 | — | ||||
Notes payable | 1,075,344 | 1,062,471 | ||||
Revolving line of credit | 111,000 | — | ||||
Total liabilities | 1,598,605 | 1,467,614 | ||||
Stockholders’ equity: | 2,292,650 | 2,239,522 | ||||
Total liabilities and stockholders’ equity | $ | 3,891,255 | $ | 3,707,136 | ||
Summarized Statements of Operations Data (in thousands) | Six Months Ended | Year Ended | ||||
June 30, 2024 | December 31, 2023 | |||||
Total homebuilding revenues | $ | 1,941,409 | $ | 3,611,962 | ||
Total homebuilding cost of revenues | (1,513,164) | (2,840,583) | ||||
Selling, general and administrative | (240,082) | (447,311) | ||||
Inventory impairment | (570) | (1,877) | ||||
Other income (expense) | (12,376) | (6,547) | ||||
Income before income tax expense | 175,217 | 315,644 | ||||
Income tax expense | (42,150) | (82,419) | ||||
Net income | $ | 133,067 | $ | 233,225 | ||
Critical Accounting Policies
Critical accounting estimates are those that we believe are both significant and require us to make difficult, subjective or complex judgments, often because we need to estimate the effect of inherently uncertain matters. We base our estimates and judgments on historical experiences and various other factors that we believe to be appropriate under the circumstances. Actual results may differ from these estimates, and the estimates included in our financial statements might be impacted if we used different assumptions or conditions. A summary of our critical accounting policies is included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 5, 2024, in the section entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Critical Accounting Policies.”
Liquidity and Capital Resources
Overview
Our liquidity, consisting of our cash and cash equivalents and cash held in escrow and revolving line of credit availability, was $840.5 million as of June 30, 2024 and $1.1 billion as of December 31, 2023.
Our principal uses of capital for the three and six months ended June 30, 2024 were our land purchases, land development, home construction, the acquisition of Landmark Homes, share repurchases, dividends, and the payment of routine liabilities.
Cash flows for each of our communities depend on the stage in the development cycle and can differ substantially from reported earnings. Early stages of development or expansion require significant cash outlays for land acquisitions, entitlements and other approvals, and construction of model homes, roads, utilities, general landscaping and other amenities. Because these costs are a component of our inventory and not recognized in our consolidated statements of operations until a home closes, we incur significant cash outlays prior to our recognition of earnings. In the later stages of community development, cash inflows may significantly exceed earnings reported for financial statement purposes, as the cash outflow associated with home and land construction was previously incurred. From a liquidity standpoint, we continue to acquire and develop lots in our markets when they meet our current investment criteria.
Short-term Liquidity and Capital Resources
We use funds generated by operations, available borrowings under our revolving line of credit, and proceeds from issuances of debt or equity to fund our short term working capital obligations and fund our purchases of land, as well as land development, home construction activities, and other cash needs.
Our Financial Services operations use funds generated from operations and availability under our mortgage repurchase facilities to finance its operations, including originations of mortgage loans to our homebuyers.
Our Century Living operations use excess cash from our operations, as well as project specific secured financing under construction loan agreements to fund development of multi-family projects.
We believe that we will be able to fund our current liquidity needs for at least the next twelve months with our cash on hand, cash generated from operations, and cash expected to be available from our revolving line of credit or through accessing debt or equity capital, as needed or appropriate, although no assurance can be provided that such additional debt or equity capital will be available or on acceptable terms based on the macro-economy and market conditions at the time. In a higher interest rate environment, we may incur additional interest expense on borrowings that bear floating interest rates, such as our revolving line of credit. We believe we are well positioned from a cash and liquidity standpoint to operate in an uncertain environment, and to pursue other ways to properly deploy capital to enhance returns, which may include taking advantage of strategic opportunities as they arise.
Long-term Liquidity and Capital Resources
Beyond the next twelve months, we believe that our principal uses of capital will be land and inventory purchases and other expenditures, as well as principal and interest payments on our long-term debt obligations. We believe that we will be able to fund our long-term liquidity needs with cash generated from operations and cash expected to be available from our revolving line of credit or through accessing debt or equity capital, as needed or appropriate, although no assurance can be provided that such additional debt or equity capital will be available, or on favorable terms, especially if rising interest rates remain high. In a higher interest rate environment, we may incur additional interest expense on borrowings that bear floating interest rates, such as under our revolving line of credit, repurchase facilities, and construction loan agreements. To the extent these sources of capital are insufficient to meet our needs, we may also conduct additional public or private offerings of our securities, refinance debt, or dispose of certain assets to fund our operating activities and capital needs.
Material Cash Requirements
In the normal course of business, we enter into contracts and commitments that obligate us to make payments in the future. These obligations impact our short-term and long-term liquidity and capital resource needs. For the three and six months ended June 30, 2024, there were no material changes to the contractual obligations we previously described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 that was filed with the SEC on February 5, 2024.
In the ordinary course of business, we enter into land purchase contracts in order to procure lots for the construction of our homes. We are subject to customary obligations associated with entering into contracts for the purchase of land and improved lots. Purchase and option contracts for the purchase of land enable us to defer acquiring portions of properties owned by third parties until we have determined whether to exercise our option, which may serve to reduce our financial risks associated with long-term land holdings. These purchase contracts typically require a cash deposit, and the purchase of properties under these contracts is generally contingent upon satisfaction of certain requirements, including obtaining applicable property and development entitlements. We also utilize option contracts with land sellers and others as a method of acquiring land in staged takedowns, to help us manage the financial and market risk associated with land holdings, and to reduce the use of funds from our corporate financing sources. Option contracts generally require payment by us of a non-refundable deposit for the right to acquire lots over a specified period of time at pre-determined prices. Our obligations with respect to purchase contracts and option contracts are generally limited to the forfeiture of the related non-refundable cash deposits.
As of June 30, 2024, we had outstanding purchase contracts and option contracts for 45,320 lots totaling approximately $2.6 billion and we had $86.8 million of deposits for land contracts, of which $46.7 million were non-refundable cash deposits pertaining to land contracts. For contracts for which cash deposits were non-refundable, and subject to the terms of the outstanding contracts continuing to meet our investment criteria, we currently anticipate performing on the majority of our purchase and option contracts during the next 24 months. Our performance, including the timing and amount of purchase, if any, under these outstanding purchase and option contracts is subject to change and dependent on future market conditions. Our utilization of land option contracts is dependent on, among other things, the availability of land sellers willing to enter into option takedown arrangements, the availability of capital to financial intermediaries to finance the development of optioned lots, general housing market conditions, and local market dynamics. Options may be more difficult to procure from land sellers in strong housing markets and are more prevalent in certain geographic regions.
In addition, in the ordinary course of business, we explore, and from time to time, enter into purchase agreements to opportunistically acquire other homebuilders to add existing and future lots to our land portfolio and augment the organic expansion of our land portfolio. These acquisitions are often legally structured as asset acquisitions for cash and conditioned upon a due diligence investigation by us of the business for a limited period of time, in addition to other standard and customary closing conditions.
Outstanding Debt Obligations and Debt Service Requirements
One of our principal liquidity needs is the payment of principal and interest on our outstanding indebtedness. Our outstanding indebtedness is described in detail in Note 9 – Debt in the Notes to the Condensed Consolidated Financial Statements. We are required to meet certain covenants, and as of June 30, 2024, we were in compliance with all such covenants and requirements under the agreements governing our revolving line of credit, mortgage repurchase facilities, and construction loan agreements. See Note 9 – Debt in the Notes to the Condensed Consolidated Financial Statements for further detail.
Our outstanding debt obligations included the following as of June 30, 2024 and December 31, 2023 (in thousands):
June 30, | December 31, | |||||
2024 | 2023 | |||||
3.875% senior notes, due August 2029(1) | $ | 496,042 | $ | 495,656 | ||
6.750% senior notes, due June 2027(1) | 497,618 | 497,210 | ||||
Other financing obligations(2) | 81,684 | 69,605 | ||||
Notes payable | 1,075,344 | 1,062,471 | ||||
Revolving line of credit | 111,000 | — | ||||
Mortgage repurchase facilities | 248,816 | 239,298 | ||||
Total debt | $ | 1,435,160 | $ | 1,301,769 | ||
(1)The carrying value of the senior notes reflects the impact of premiums, discounts, and issuance costs that are amortized to interest cost over the respective terms of the senior notes.
(2)As of June 30, 2024, other financing obligations included $8.8 million related to insurance premium notes and certain secured borrowings, as well as $72.9 million outstanding under construction loan agreements, as described below. As of December 31, 2023, other financing obligations included $24.7 million related to insurance premium notes and certain secured borrowings, as well as $44.9 million outstanding under construction loan agreements.
We may from time to time seek to refinance or increase our outstanding debt or retire or purchase our outstanding debt through cash purchases and/or exchanges for equity securities, in open market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may or may not be material during any particular reporting period.
Letters of Credit and Performance Bonds
In the normal course of business, we post letters of credit and performance and other bonds primarily related to our land development performance obligations with local municipalities. As of June 30, 2024 and December 31, 2023, we had $514.8 million and $510.5 million, respectively, in letters of credit and performance and other bonds issued and outstanding. Although significant development and construction activities have been completed related to the improvements at these sites, the letters of credit and performance and other bonds are not generally fully released until all development and construction activities are completed.
Construction Loan Agreements
Certain wholly owned subsidiaries of Century Living, LLC, are parties to construction loan agreements with various banks, (which we collectively refer to as “the lenders”). These construction loan agreements collectively provide that we may borrow up to an aggregate of $187.6 million from the lenders for purposes of construction of multi-family projects in Colorado, with advances made by the lenders upon the satisfaction of certain conditions. Borrowings under the construction loan agreements bear interest at various rates, including a fixed rate, and floating interest rates per annum equal to the Secured Overnight Financing Rate (which we refer to as “SOFR”) and the Bloomberg Short-term Bank Yield Index, plus an applicable margin. The outstanding principal balances and all accrued and unpaid interest is due on varying maturity dates from March 17, 2026 through March 17, 2028, with certain of the construction loan agreements allowing for the option to extend the maturity dates for a period of 12 months if certain conditions are satisfied. The construction loan agreements contain customary affirmative and negative covenants (including covenants related to construction completion, and limitations on the use of loan proceeds, transfers of land, equipment, and improvements), as well as customary events of default. Interest on our construction loan agreements is capitalized to the multi-family properties assets included in prepaid expenses and other assets on the condensed consolidated balance sheets while the related multi-family rental properties are being actively developed.
As of June 30, 2024, $72.9 million was outstanding under the construction loan agreements, with borrowings that bore a weighted average interest rate of 7.4% as of June 30, 2024, and we were in compliance with all covenants thereunder.
Revolving Line of Credit
We are party to a Second Amended and Restated Credit Agreement, as amended, (which we refer to as the “Second A&R Credit Agreement”) with Texas Capital Bank, National Association, as Administrative Agent and L/C Issuer, and the lenders party thereto. The Second A&R Credit Agreement, which amended and restated our prior Amended and Restated Credit Agreement, provides us with a senior unsecured revolving line of credit (which we refer to as the “revolving line of credit”) of up to $800.0 million, and unless terminated earlier, will mature on April 30, 2026. The revolving line of credit includes a $250.0 million sublimit for standby letters of credit and a $50.0 million sublimit for swingline loans. Under the terms of the Second A&R Credit Agreement, we are entitled to request an increase in the size of the revolving line of credit by an amount not exceeding $200.0 million. Our obligations under the Second A&R Credit Agreement are guaranteed by certain of our subsidiaries. The Second A&R Credit Agreement contains customary affirmative and negative covenants (including limitations on our ability to grant liens, incur additional debt, pay dividends, redeem our common stock, make certain investments and engage in certain merger, consolidation or asset sale transactions), as well as customary events of default. Borrowings under the Second A&R Credit Agreement are based on an adjusted term SOFR reference rate, which equals the greater of (i) 0.50% or (ii) the one-month quotation of the SOFR administered by the Federal Reserve Bank of New York, plus 0.10%.
As of June 30, 2024, $111.0 million was outstanding under our revolving line of credit, with borrowings that bore an interest rate of 7.5%, and were in compliance with all covenants under the Second A&R Credit Agreement. As of December 31, 2023, no amount was outstanding under the revolving line of credit.
Mortgage Repurchase Facilities – Financial Services
Inspire is party to mortgage warehouse facilities with J.P. Morgan Chase Bank, N.A., Texas Capital Bank, and U.S. Bank National Association, which provide Inspire with uncommitted repurchase facilities of up to an aggregate of $350.0 million as of June 30, 2024, secured by the mortgage loans financed thereunder. The repurchase facilities have varying short term maturity dates through March 21, 2025. Borrowings under the mortgage repurchase facilities bear interest at variable interest rates per annum equal to SOFR plus an applicable margin, and bore a weighted average interest rate of 7.1% as of June 30, 2024.
Amounts outstanding under the repurchase facilities are not guaranteed by us or any of our subsidiaries, and the agreements contain various affirmative and negative covenants applicable to Inspire that are customary for arrangements of this type. As of June 30, 2024 and December 31, 2023, we had $248.8 million and $239.3 million outstanding under the repurchase facilities, respectively, and were in compliance with all covenants thereunder.
Stock Repurchases
Our Board of Directors authorized a stock repurchase program in 2018, under which we may repurchase up to 4.5 million shares of our outstanding common stock. During the three and six months ended June 30, 2024, an aggregate of 465.0 thousand and 651.9 thousand shares, respectively, were repurchased for a total purchase price of approximately $37.0 million and $53.1 million, respectively, and a weighted average price of $79.61 and $81.49 per share, respectively. During the three and six months ended June 30, 2023, an aggregate of 30.4 thousand shares were repurchased for a total purchase price of approximately $2.0 million and a weighted average price of $64.84 per share. The maximum number of shares available to be repurchased under the stock repurchase program as of June 30, 2024 was 578,143 shares.
On July 22, 2024, our Board of Directors approved a new stock repurchase program under which we may repurchase up to an additional 4.5 million shares. Under the terms of these programs, shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions or by other means in accordance with federal securities laws. The actual manner, timing, amount and value of repurchases under the stock repurchase program is determined by management at its discretion and depends on a number of factors, including, among others, the market price of our common stock, trading volume, our available cash balance, our anticipated working capital needs, other capital management objectives and opportunities, applicable legal requirements, applicable tax effects including the 1% excise tax instituted under the Inflation Reduction Act of 2022, and general market and economic conditions. We finance any stock repurchases through available cash and our revolving line of credit. Repurchases also may be made under a trading plan under Rule 10b5-1 under the Securities Exchange Act of 1934, which would permit shares to be repurchased when we otherwise may be precluded from doing so because of self-imposed trading blackout periods or other regulatory restrictions. Our stock repurchase programs have no expiration dates and may be extended, suspended or discontinued by our Board of Directors at any time without notice at our discretion. All shares of common stock repurchased under the programs will be cancelled and returned to the status of authorized but unissued shares of common stock.
Cash Dividends
The following table sets forth cash dividends declared by our Board of Directors to holders of record of our common stock during the six months ended June 30, 2024 and 2023, respectively (in thousands, except per share information):
Six Months Ended June 30, 2024 | ||||||||||
Cash Dividends Declared and Paid | ||||||||||
Declaration Date | Record Date | Paid Date | Per Share | Amount | ||||||
February 7, 2024 | February 28, 2024 | March 13, 2024 | $ | 0.26 | $ | 8,264 | ||||
May 15, 2024 | May 29, 2024 | June 12, 2024 | $ | 0.26 | $ | 8,217 | ||||
Six Months Ended June 30, 2023 | ||||||||||
Cash Dividends Declared and Paid | ||||||||||
Declaration Date | Record Date | Paid Date | Per Share | Amount | ||||||
February 8, 2023 | March 1, 2023 | March 15, 2023 | $ | 0.23 | $ | 7,365 | ||||
May 17, 2023 | May 31, 2023 | June 14, 2023 | $ | 0.23 | $ | 7,368 | ||||
We expect to continue paying our quarterly cash dividends to stockholders for the remainder of 2024. However, the declaration and payment of future cash dividends on our common stock, whether at current levels or at all, are at the discretion of our Board of Directors and depend upon, among other things, our expected future earnings, cash flows, capital requirements, access to external financing, debt structure and any adjustments thereto, operational and financial investment strategy and general financial condition, as well as general business conditions.
Cash Flows— Six Months Ended June 30, 2024 Compared to the Six Months Ended June 30, 2023
For the six months ended June 30, 2024 and 2023, the comparison of cash flows is as follows:
Our primary sources of cash flows from operations are from the sale of single-family attached and detached homes and mortgages. Our primary uses of cash flows from operations are the acquisition of land and expenditures associated with the construction of our single-family attached and detached homes and the origination of mortgages held for sale. Net cash used in operating activities was $78.5 million during the six months ended June 30, 2024 as compared to net cash provided by operating activities of $132.8 million during the prior year period. This change is primarily a result of increased expenditures related to land acquisition and expenditures associated with the construction of homes during the six months ended June 30, 2024 as compared to the six months ended June 30, 2023. These increased expenditures were primarily offset by a $63.3 million increase in net income.
Net cash used in investing activities increased to $87.6 million during the six months ended June 30, 2024, compared to $48.6 million used during the prior year period. This increase was primarily related to (1) $32.7 million in expenditures related to our acquisition of Landmark during the six months ended June 30, 2024 and (2) a $14.6 million increase in purchases of property and equipment, partially offset by $11.0 million in proceeds from the sale of property and equipment during the six months ended June 30, 2024.
Net cash provided by financing activities was $52.6 million during the six months ended June 30, 2024, compared to net cash used in financing activities of $23.4 million during the prior year period. This change was primarily attributable to (1) a $111.0 increase in borrowings under our revolving credit facility; (2) a $16.1 million increase in net proceeds for our mortgage repurchase facilities; and (3) a $14.2 million increase in borrowings under construction loan agreements, in each case, during the six months ended June 30, 2024, and as compared to the prior year period. These increases were partially offset by (1) $53.1 million in repurchases of our common stock during the six months ended June 30, 2024 as compared to $2.0 million in repurchases of our common stock during the prior year period; and (2) a $12.7 million net increase in payments for insurance premium notes.
As of June 30, 2024, our cash and cash equivalents and restricted cash balance was $128.5 million, as compared to $242.0 million as of December 31, 2023.
Non-GAAP Financial Measures
In this Form 10-Q, we use certain non-GAAP financial measures, including EBITDA, adjusted EBITDA, net homebuilding debt to net capital, adjusted net income and adjusted diluted earnings per share. These non-GAAP financial measures are presented to provide investors additional information to facilitate the comparison of our past and present operations. We believe these non-GAAP financial measures provide useful information to investors because they are used to evaluate our performance on a comparable year-over-year basis. These non-GAAP financial measures are not in accordance with, or an alternative for, GAAP measures and may be different from non-GAAP financial measures used by other companies. In addition, these non-GAAP financial measures are not based on any comprehensive or standard set of accounting rules or principles. Accordingly, the calculation of our non-GAAP financial measures may differ from the definitions of other companies using the same or similar names limiting, to some extent, the usefulness of such measures for comparison purposes. Non-GAAP financial measures have limitations in that they do not reflect all of the amounts associated with our financial results as determined in accordance with GAAP. These measures should only be used to evaluate our financial results in conjunction with the corresponding GAAP measures. Accordingly, we qualify our use of non-GAAP financial information in a statement when non-GAAP financial information is presented.
EBITDA and Adjusted EBITDA
The following table presents EBITDA and adjusted EBITDA for the three and six months ended June 30, 2024 and 2023. EBITDA and adjusted EBITDA are non-GAAP financial measures we use as a supplemental measure in evaluating operating performance. We define EBITDA as net income before (i) income tax expense, (ii) interest in cost of home sales revenues, (iii) other interest expense (income), and (iv) depreciation and amortization expense. We define adjusted EBITDA as EBITDA before loss on debt extinguishment (if applicable), inventory impairment (if applicable), purchase price accounting for acquired work in process inventory (if applicable), and impairment on other investments (if applicable). We believe EBITDA and adjusted EBITDA provide an indicator of general economic performance that is not affected by fluctuations in interest rates or effective tax rates, levels of depreciation or amortization, and items considered to be non-recurring. Accordingly, our management believes that these measurements are useful for comparing general operating performance from period to period. Neither EBITDA or adjusted EBITDA should be considered in addition to, and not as a substitute for, consolidated net income in accordance with GAAP as a measure of performance. Our presentation of adjusted EBITDA should not be construed as an indication that our future results will be unaffected by unusual or non-recurring items. Each of our EBITDA and adjusted EBITDA is limited as an analytical tool, and should not be considered in isolation or as a substitute for analysis of our results as reported under GAAP.
(dollars in thousands)
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||||||||||
2024 | 2023 | % Change | 2024 | 2023 | % Change | |||||||||||||||
Net income | $ | 83,724 | $ | 51,445 | 62.7 | % | $ | 148,055 | $ | 84,756 | 74.7 | % | ||||||||
Income tax expense | 26,909 | 17,303 | 55.5 | % | 46,897 | 28,001 | 67.5 | % | ||||||||||||
Interest in cost of home sales revenues | 13,592 | 10,270 | 32.3 | % | 25,625 | 20,077 | 27.6 | % | ||||||||||||
Interest income | (810) | (2,578) | (68.6) | % | (2,324) | (4,942) | (53.0) | % | ||||||||||||
Depreciation and amortization expense | 5,689 | 3,621 | 57.1 | % | 11,165 | 6,913 | 61.5 | % | ||||||||||||
EBITDA | 129,104 | 80,061 | 61.3 | % | 229,418 | 134,805 | 70.2 | % | ||||||||||||
Inventory impairment | 570 | — | NM | 570 | — | NM | ||||||||||||||
Impairment on other investment | — | — | NM | 7,722 | — | NM | ||||||||||||||
Purchase price accounting for acquired work in process inventory | 973 | — | NM | 2,553 | — | NM | ||||||||||||||
Adjusted EBITDA | $ | 130,647 | $ | 80,061 | 63.2 | % | $ | 240,263 | $ | 134,805 | 78.2 | % | ||||||||
NM – Not Meaningful
Net Homebuilding Debt to Net Capital
The following table presents our ratio of net homebuilding debt to net capital, which is a non-GAAP financial measure. We calculate this by dividing net homebuilding debt (homebuilding debt less cash and cash equivalents, and cash held in escrow) by net capital (net homebuilding debt plus total stockholders’ equity). Homebuilding debt is our total debt minus our outstanding borrowings under our construction loan agreements and our repurchase facilities. The most directly comparable GAAP measure is the ratio of debt to total capital. We believe the ratio of net homebuilding debt to net capital is a relevant and useful financial measure to investors in understanding the leverage employed in our operations and as an indicator of our ability to obtain external financing.
(dollars in thousands)
June 30, | December 31, | |||||
2024 | 2023 | |||||
Notes payable | $ | 1,075,344 | $ | 1,062,471 | ||
Revolving line of credit | 111,000 | — | ||||
Construction loan agreements | (72,860) | (44,895) | ||||
Total homebuilding debt | 1,113,484 | 1,017,576 | ||||
Total stockholders' equity | 2,465,657 | 2,386,936 | ||||
Total capital | $ | 3,579,141 | $ | 3,404,512 | ||
Homebuilding debt to capital | 31.1% | 29.9% | ||||
Total homebuilding debt | $ | 1,113,484 | $ | 1,017,576 | ||
Cash and cash equivalents | (106,682) | (226,150) | ||||
Cash held in escrow | (44,823) | (101,845) | ||||
Net homebuilding debt | 961,979 | 689,581 | ||||
Total stockholders' equity | 2,465,657 | 2,386,936 | ||||
Net capital | $ | 3,427,636 | $ | 3,076,517 | ||
Net homebuilding debt to net capital | 28.1% | 22.4% | ||||
Adjusted Net Income and Adjusted Diluted Earnings per Share
Adjusted net income and adjusted diluted earnings per share (which we refer to as “Adjusted EPS”) are non-GAAP financial measures that we believe are useful to management, investors and other users of our financial information in evaluating our operating results and understanding our operating trends without the effect of certain non-recurring items. We believe excluding certain non-recurring items provides more comparable assessment of our financial results from period to period. We define adjusted net income as consolidated net income before (i) income tax expense, (ii) inventory impairment, if applicable (iii) restructuring costs, if applicable, (iv) loss on debt extinguishment, if applicable, (v) purchase price accounting for acquired work in process inventory, if applicable, and (vi) impairment on other investments, if applicable, less adjusted income tax expense, calculated using our estimated annual effective tax rate after discrete items for the applicable period. Adjusted EPS is calculated by dividing adjusted net income by weighted average common shares – diluted.
(in thousands, except share and per share information)
Three Months Ended June 30, | Six Months Ended June 30, | |||||||||||
2024 | 2023 | 2024 | 2023 | |||||||||
Numerator | ||||||||||||
Net income | $ | 83,724 | $ | 51,445 | $ | 148,055 | $ | 84,756 | ||||
Denominator | ||||||||||||
Weighted average common shares outstanding - basic | 31,648,130 | 32,025,186 | 31,728,544 | 31,970,106 | ||||||||
Dilutive effect of stock-based compensation awards | 444,659 | 222,210 | 437,254 | 212,439 | ||||||||
Weighted average common shares outstanding - diluted | 32,092,789 | 32,247,396 | 32,165,798 | 32,182,545 | ||||||||
Earnings per share: | ||||||||||||
Basic | $ | 2.65 | $ | 1.61 | $ | 4.67 | $ | 2.65 | ||||
Diluted | $ | 2.61 | $ | 1.60 | $ | 4.60 | $ | 2.63 | ||||
Adjusted earnings per share | ||||||||||||
Numerator | ||||||||||||
Net income | $ | 83,724 | $ | 51,445 | $ | 148,055 | $ | 84,756 | ||||
Income tax expense | 26,909 | 17,303 | 46,897 | 28,001 | ||||||||
Income before income tax expense | 110,633 | 68,748 | 194,952 | 112,757 | ||||||||
Inventory impairment | 570 | — | 570 | — | ||||||||
Impairment on other investment | — | — | 7,722 | — | ||||||||
Purchase price accounting for acquired work in process inventory | 973 | — | 2,553 | — | ||||||||
Adjusted income before income tax expense | 112,176 | 68,748 | 205,797 | 112,757 | ||||||||
Adjusted income tax expense(1) | (26,985) | (17,303) | (49,506) | (28,001) | ||||||||
Adjusted net income | $ | 85,191 | $ | 51,445 | $ | 156,291 | $ | 84,756 | ||||
Denominator - Diluted | 32,092,789 | 32,247,396 | 32,165,798 | 32,182,545 | ||||||||
Adjusted diluted earnings per share | $ | 2.65 | $ | 1.60 | $ | 4.86 | $ | 2.63 | ||||
(1)The tax rates used in calculating adjusted net income for the three and six months ended June 30, 2024 were 24.1%, respectively, which are reflective of our GAAP tax rates for the six months ended June 30, 2024. The tax rates used in calculating adjusted net income for the three and six months ended June 30, 2023 were 25.2% and 24.8%, respectively, which are reflective of our GAAP tax rates for the applicable periods.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Interest Rates
Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates and commodity prices. Our primary exposure to market risk is interest rate risk associated with our Second A&R Credit Agreement and construction loan agreements. There have been no material changes in our market risk since December 31, 2023. For additional information regarding our market risk, refer to the “Quantitative and Qualitative Disclosures About Market Risk” section of our Annual Report on Form 10-K for the year ended December 31, 2023.
Inflation
Our homebuilding operations have been and may continue to be adversely impacted by inflation, primarily from higher land, financing, labor, material, and construction costs. While inflation remained elevated during the three and six months ended June 30, 2024, it has generally slowed since the second quarter of 2022. In addition, inflation has led and could continue to lead to higher mortgage rates, which has and could continue to significantly affect the affordability of mortgage financing to homebuyers and lead to weakened demand for our homes, as well as increased cancellations compared to prior year periods.
Seasonality
Historically, the homebuilding industry experiences seasonal fluctuations in quarterly operating results and capital requirements. We typically experience the highest new home order activity during the spring, although this activity is also highly dependent on the number of active selling communities, timing of new community openings and other market factors. Since it typically takes four to five months to construct a new home, we typically deliver more homes in the second half of the year as spring and summer home starts convert to home deliveries. Because of this seasonality, home starts, construction costs and related cash outflows have historically been highest in the second and third quarters, and the majority of our cash receipts from home deliveries occurs during the second half of the year. This seasonality pattern may be affected by volatility in the homebuilding industry, supply chain challenges, subcontractor and labor shortages, and changes in demand for our homes.
ITEM 4. CONTROLS AND PROCEDURES.
Evaluation of Disclosure Controls and Procedures
Under the supervision and with the participation of our management, including our co-principal executive officers and principal financial officer, we conducted an evaluation of the effectiveness of our disclosure controls and procedures (as such term is defined under Rule 13a-15(e) under the Securities Exchange Act of 1934, as amended (which we refer to as the “Exchange Act”)) as of June 30, 2024, the end of the period covered by this Form 10-Q. Based on this evaluation, our co-principal executive officers and principal financial officer concluded that our disclosure controls and procedures were effective as of June 30, 2024 in providing reasonable assurance that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms.
Changes in Internal Control over Financial Reporting
There were no changes during the second quarter of 2024 in our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that have materially affected or are reasonably likely to materially affect our internal control over financial reporting.
PART II – OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
Because of the nature of the homebuilding business, we and certain of our subsidiaries and affiliates have been named as defendants in various claims, complaints and other legal actions arising in the ordinary course of business. In the opinion of our management, the outcome of these ordinary course matters will not have a material adverse effect upon our financial condition, results of operations or cash flows.
ITEM 1A. RISK FACTORS.
There have been no material changes to the risk factors we previously disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 that was filed with the SEC on February 5, 2024.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
The following table summarizes the number of shares of our common stock that were purchased by us during each of the three fiscal months in our second quarter ended June 30, 2024.
Total number of shares purchased (1) | Average price paid per share (2) | Total number of shares purchased as part of publicly announced plans or programs | Maximum number of shares that may yet be purchased under the plans or programs | |||||||
April | ||||||||||
April 1, 2024 through April 30, 2024 | — | $ | — | — | 1,043,123 | |||||
May | ||||||||||
May 1, 2024 through May 31, 2024 | 205,814 | 79.69 | 205,814 | 837,309 | ||||||
June | ||||||||||
June 1, 2024 through June 30, 2024 | 259,166 | 79.55 | 259,166 | 578,143 | ||||||
Total | 464,980 | $ | 79.61 | |||||||
(1)On November 6, 2018, our Board of Directors authorized a stock repurchase program, under which we may repurchase up to 4,500,000 shares of our outstanding common stock. We repurchased 464,980 shares during the period indicated above under this program and 578,143 shares remained available to repurchase under this program as of June 30, 2024. On July 22, 2024, our Board of Directors authorized a new stock repurchase program, under which we may repurchase up to an additional 4,500,000 shares of our outstanding common stock. Under the terms of these stock repurchase programs, the shares may be repurchased from time to time in open market transactions at prevailing market prices, in privately negotiated transactions or by other means in accordance with federal securities laws. These programs have no expiration dates and may be terminated by the Board of Directors at any time.
(2)The Inflation Reduction Act of 2022 imposes a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31, 2022. All dollar amounts presented exclude such excise taxes, as applicable.
ITEM 3. DEFAULTS UPON SENIOR SECURITIES.
None.
ITEM 4. MINE SAFETY DISCLOSURES.
Not applicable.
ITEM 5. OTHER INFORMATION.
Rule 10b5-1 Plan and Non-Rule 10b5-1 Trading Arrangement Adoptions, Terminations, and Modifications
During the three months ended June 30, 2024, none of our directors or “officers” (as defined in Rule 16a-1(f) under the Exchange Act) adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408 of SEC Regulation S-K.
ITEM 6. EXHIBITS.
The following exhibits are either filed or furnished herewith or incorporated herein by reference:
Item No. | Description | |
3.1 | ||
3.2 | ||
22.1 | ||
31.1 | ||
31.2 | ||
31.3 | ||
32.1 | ||
32.2 | ||
32.3 | ||
101.INS | Inline XBRL Instance Document (the instance document does not appear in the interactive data file because its XBRL tags are embedded within the inline XBRL document) | |
101.SCH | Inline XBRL Taxonomy Extension Schema Document (filed herewith) | |
101.CAL | Inline XBRL Taxonomy Extension Calculation Linkbase Document (filed herewith) | |
101.DEF | Inline XBRL Taxonomy Definition Linkbase Document (filed herewith) | |
101.LAB | Inline XBRL Taxonomy Extension Labels Linkbase Document (filed herewith) | |
101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document (filed herewith) | |
104 | Cover Page Interactive Data File (formatted in Inline XBRL and contained in Exhibit 101) | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Century Communities, Inc. | |||
Date: July 24, 2024 | By: | /s/ Dale Francescon | |
Dale Francescon | |||
Chairman of the Board and Co-Chief Executive Officer | |||
(Co-Principal Executive Officer) | |||
Date: July 24, 2024 | By: | /s/ Robert J. Francescon | |
Robert J. Francescon | |||
Co-Chief Executive Officer and President | |||
(Co-Principal Executive Officer) | |||
Date: July 24, 2024 | By: | /s/ J. Scott Dixon | |
J. Scott Dixon | |||
Chief Financial Officer | |||
(Principal Financial Officer and Principal Accounting Officer) | |||