| Segment Reporting | 13. Segment Reporting Operating segments are defined as components of an enterprise about which separate financial information is available that is regularly reviewed by the chief operating decision maker (“CODM”) in assessing performance and deciding how to allocate resources. Reportable segments consist of one or more operating segments with similar economic characteristics, products and services, production processes, type of customer, distribution system or regulatory environment. Prior to BVH’s spin-off of BBX Capital on September 30, 2020, BVH’s reportable segments were its then principal holdings: Bluegreen, BBX Capital Real Estate, BBX Sweet Holdings, and Renin. However, as a result of the spin-off of BBX Capital, BVH is a holding company whose operations primarily reflect its 93 % ownership interest in Bluegreen. As a result, BVH’s CODM, who is also Bluegreen’s CODM, has determined that he will manage BVH’s operations in a manner consistent with how he manages Bluegreen’s operations. As a result, the Company’s results of operations are reported through two reportable segments: (i) Sales of VOIs and financing; and (ii) Resort operations and club management. The sales of VOIs and financing segment includes Bluegreen’s marketing and sales activities related to the VOIs that it owns, Bluegreen’s VOIs they acquire under just-in-time and secondary market inventory arrangements, Bluegreen’s sales of VOIs through fee-for-service arrangements with third-party developers, Bluegreen’s consumer financing activities in connection with sales of VOIs that Bluegreen owns, and Bluegreen’s title services operations through a wholly-owned subsidiary. The Resort operations and club management segment includes Bluegreen’s provision of management services activities for Bluegreen’s Vacation Club and for a majority of the HOAs of the resorts within Bluegreen’s Vacation Club. In connection with those services, Bluegreen also provides club reservation services, services to owners and billing and collections services to the Bluegreen Vacation Club and certain HOAs. Additionally, this segment includes revenue from Bluegreen’s Traveler Plus program, food and beverage and other retail operations, its rental services activities, and management of construction activities for certain of their fee-based developer clients. The information provided for segment reporting is obtained from internal reports utilized by the Company’s CODM, and the presentation and allocation results of operations may not reflect the actual economic costs of the segments as standalone businesses. Due to the nature of our business, assets are not allocated to a particular segment, and therefore management does not evaluate the balance sheet by segment. If a different basis of allocation were utilized, the relative contributions of the segments might differ but the relative trends in the segments’ operating results would, in management’s view, likely not be materially impacted. The amount set forth in the column “Bluegreen Corporate and Other” and in the column entitled “BVH Corporate” are general and administrative expenses that consist primarily of costs associated with administering the various support functions at its corporate headquarters, including executive compensation, legal, accounting, human resources, investor relations, and executive offices including corporate overhead for discontinued operations. Included in BVH Corporate selling and general administrative expenses are spin-off related costs associated with the acceleration of the vesting of unvested restricted stock awards and payments to settle BVH’s long-term incentive program for 2020 which in the aggregate resulted in $ 31.3 million of compensation expense for the three and nine months ended September 30, 2020. The Company evaluates segment performance based on Adjusted EBITDA. See Management’s Discussion and Analysis of Financial Condition and Results of Operations for information regarding Adjusted EBITDA, including how we define Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income. The table below sets forth the Company’s segment information for the three months ended September 30, 2020 (in thousands): Revenue: Sales of VOIs and financing Resort operations and club management Bluegreen Corporate and other BVH Corporate Elimination Total Sales of VOIs $ 59,265 $ — $ — — $ — $ 59,265 Fee-based sales commission revenue 22,119 — — — — 22,119 Other fee-based services revenue 1,281 26,550 — — — 27,831 Cost reimbursements — 15,684 — — — 15,684 Mortgage servicing revenue 1,403 — — — ( 1,403 ) — Interest income 19,049 — 623 127 ( 453 ) 19,346 Other revenue — — — — — — Total revenue 103,117 42,234 623 127 ( 1,856 ) 144,245 Costs and expenses: Cost of VOIs sold 3,597 — — — — 3,597 Net carrying cost of VOI inventory 8,580 — — — ( 8,580 ) — Cost of other fee-based services 800 11,481 — — 8,580 20,861 Cost reimbursements — 15,684 — — — 15,684 Selling, general and administrative expenses 59,502 — 20,254 41,583 ( 406 ) 120,933 Mortgage servicing expense 997 — — — ( 997 ) — Interest expense 3,910 — 3,409 1,102 ( 453 ) 7,968 Total costs and expenses 77,386 27,165 23,663 42,685 ( 1,856 ) 169,043 Other (expense) income — — ( 365 ) 26 — ( 339 ) Income (loss) before non-controlling interest and (benefit) provision for income taxes $ 25,731 $ 15,069 $ ( 23,405 ) ( 42,532 ) $ — $ ( 25,137 ) Add: Depreciation and amortization 1,405 208 Add: Severance 208 114 Segment Adjusted EBITDA $ 27,344 $ 15,391 The table below sets forth the Company’s segment information as of and for the three months ended September 30, 2019 (in thousands): Revenue: Sales of VOIs and financing Resort operations and club management Bluegreen Corporate and other BVH Corporate Elimination Total Sales of VOIs $ 66,318 $ — $ — $ — $ — $ 66,318 Fee-based sales commission revenue 60,478 — — — — 60,478 Other fee-based services revenue 4,289 29,455 — — — 33,744 Cost reimbursements — 17,883 — — — 17,883 Mortgage servicing revenue 1,588 — — — ( 1,588 ) — Interest income 20,043 — 2,038 705 ( 1,200 ) 21,586 Other income, net — — — ( 45 ) 73 28 Total revenue 152,716 47,338 2,038 660 ( 2,715 ) 200,037 Costs and expenses: Cost of VOIs sold 3,121 — — — — 3,121 Net carrying cost of VOI inventory 5,878 — — — ( 5,878 ) — Cost of other fee-based services 2,442 14,552 — — 5,878 22,872 Cost reimbursements — 17,883 — — — 17,883 Selling, general and administrative expenses 95,672 — 22,388 11,926 46 130,032 Mortgage servicing expense 1,561 — — — ( 1,561 ) — Interest expense 5,062 — 5,326 2,566 ( 1,200 ) 11,754 Total costs and expenses 113,736 32,435 27,714 14,492 ( 2,715 ) 185,662 Other income 537 — 1,609 58 — 2,204 Income (loss) before non-controlling interest and (benefit) provision for income taxes $ 39,517 $ 14,903 $ ( 24,067 ) $ ( 13,774 ) $ — $ 16,579 Add: Depreciation and amortization 1,507 321 Add: Bass Pro Settlement 594 238 Segment Adjusted EBITDA $ 41,618 $ 15,462 The table below sets forth the Company’s segment information as of and for the nine months ended September 30, 2020 (in thousands): Revenue: Sales of VOIs and financing Resort operations and club management Bluegreen Corporate and other BVH Corporate Elimination Total Sales of VOIs $ 113,447 $ — $ — $ — $ — $ 113,447 Fee-based sales commission revenue 64,619 — — — — 64,619 Other fee-based services revenue 5,353 78,205 — — — 83,558 Cost reimbursements — 46,654 — — — 46,654 Mortgage servicing revenue 4,508 — — — ( 4,508 ) — Interest income 58,258 — 3,388 841 ( 2,524 ) 59,963 Other revenue — — — — — — Total revenue 246,185 124,859 3,388 841 ( 7,032 ) 368,241 Costs and expenses: Cost of VOIs sold 8,734 — — — — 8,734 Net carrying cost of VOI inventory 27,407 — — — ( 27,407 ) — Cost of other fee-based services 2,989 30,711 — — 27,407 61,107 Cost reimbursements — 46,654 — — — 46,654 Selling, general and administrative expenses 174,969 — 48,603 58,810 ( 1,145 ) 281,237 Mortgage servicing expense 3,363 — — — ( 3,363 ) — Interest expense 12,745 — 11,932 5,515 ( 2,524 ) 27,668 Total costs and expenses 230,207 77,365 60,535 64,325 ( 7,032 ) 425,400 Other income, net — — 41 145 — 186 Income (loss) before non-controlling interest and (benefit) provision for income taxes $ 15,978 $ 47,494 $ ( 57,106 ) $ ( 63,339 ) $ — $ ( 56,973 ) Add: Depreciation and amortization 4,447 588 Add: Severance 3,977 1,347 Segment Adjusted EBITDA $ 24,402 $ 49,429 The table below sets forth the Company’s segment information as of and for the nine months ended September 30, 2019 (in thousands): Revenue: Sales of VOIs and financing Resort operations and club management Bluegreen Corporate and other BVH Corporate Elimination Total Sales of VOIs $ 186,351 $ — $ — — $ — $ 186,351 Fee-based sales commission revenue 161,033 — — — — 161,033 Other fee-based services revenue 10,092 83,923 — — — 94,015 Cost reimbursements — 48,933 — — — 48,933 Mortgage servicing revenue 4,621 — — — ( 4,621 ) — Interest income 59,985 — 5,979 1,605 ( 3,600 ) 63,969 Other income, net — — — ( 127 ) 197 70 Total revenue 422,082 132,856 5,979 1,478 ( 8,024 ) 554,371 Costs and expenses: Cost of VOIs sold 17,541 — — — — 17,541 Net carrying cost of VOI inventory 18,853 — — — ( 18,853 ) — Cost of other fee-based services 4,832 40,228 — — 18,853 63,913 Cost reimbursements — 48,933 — — — 48,933 Selling, general and administrative expenses 299,028 — 59,145 36,417 ( 310 ) 394,280 Mortgage servicing expense 4,114 — — — ( 4,114 ) — Interest expense 15,391 — 14,564 7,915 ( 3,600 ) 34,270 Total costs and expenses 359,759 89,161 73,709 44,332 ( 8,024 ) 558,937 Other income 537 — 3,691 136 — 4,364 Income (loss) before non-controlling interest and provision (benefit) for income taxes $ 62,860 $ 43,695 $ ( 64,039 ) $ ( 42,718 ) $ — $ ( 202 ) Add: Depreciation and amortization 4,577 1,050 Add: Severance 594 238 Add: Bass Pro Settlement 39,121 — Segment Adjusted EBITDA (1) $ 107,152 44,983 (1) See Management’s Discussion and Analysis of Financial Condition and Results of Operations for information regarding Adjusted EBITDA, including how we define Adjusted EBITDA and a reconciliation of Adjusted EBITDA to net income . |
