Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Feb. 09, 2023 | Jun. 30, 2022 | |
Document Type | 10-K | |||
Document Annual Report | true | |||
Document Period End Date | Dec. 31, 2022 | |||
Current Fiscal Year End Date | --12-31 | |||
Document Transition Report | false | |||
Entity File Number | 001-09071 | |||
Entity Registrant Name | BLUEGREEN VACATIONS HOLDING CORPORATION | |||
Entity Incorporation, State or Country Code | FL | |||
Entity Tax Identification Number | 59-2022148 | |||
Entity Address, Address Line One | 4960 Conference Way North | |||
Entity Address, Address Line Two | Suite 100 | |||
Entity Address, City or Town | Boca Raton | |||
Entity Address, State or Province | FL | |||
Entity Address, Postal Zip Code | 33431 | |||
City Area Code | 561 | |||
Local Phone Number | 912-8000 | |||
Title of 12(b) Security | Class A Common Stock, $0.01 par value | |||
Trading Symbol | BVH | |||
Security Exchange Name | NYSE | |||
Entity Well-known Seasoned Issuer | No | |||
Entity Voluntary Filers | No | |||
Entity Current Reporting Status | Yes | |||
Entity Interactive Data Current | Yes | |||
Entity Filer Category | Accelerated Filer | |||
Entity Small Business | true | |||
Entity Emerging Growth Company | false | |||
Entity Shell Company | false | |||
ICFR Auditor Attestation | true | |||
Entity Public Float | $ 312.8 | |||
Entity Central Index Key | 0000315858 | |||
Amendment Flag | false | |||
Document Fiscal Year Focus | 2022 | |||
Document Fiscal Period Focus | FY | |||
Documents Incorporated By Reference | DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement for its 2023 Annual Meeting of Shareholders, expected to be filed with the Securities and Exchange Commission pursuant to Regulation 14A under the Securities Exchange Act of 1934, as amended within 120 days after December 31, 2022, are incorporated by reference into Part III of this Annual Report on Form 10-K. | |||
Auditor Firm Id | 42 | 248 | ||
Auditor Location | Boca Raton, Florida | Fort Lauderdale, Florida | ||
Auditor Name | Ernst & Young LLP | GRANT THORNTON LLP | ||
Class A Common Stock [Member] | ||||
Entity Common Stock, Shares Outstanding | 13,373,666 | |||
Class B Common Stock [Member] | ||||
Entity Common Stock, Shares Outstanding | 3,664,117 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 175,683 | $ 140,225 |
Restricted cash ($19,461 and $15,956 in VIEs at December 31, 2022 and 2021, respectively) | 50,845 | 42,854 |
Notes receivable | 763,801 | 609,429 |
Less: Allowance for loan loss | (211,311) | (163,107) |
Notes receivable, net ($354,403 and $248,873 in VIEs at December 31, 2022 and 2021, respectively) | 552,490 | 446,322 |
Vacation ownership interest ("VOI") inventory | 389,864 | 334,605 |
Property and equipment, net | 85,915 | 87,852 |
Intangible assets, net | 61,293 | 61,348 |
Operating lease assets | 22,963 | 33,467 |
Prepaid expenses | 23,833 | 25,855 |
Other assets | 35,499 | 37,984 |
Total assets | 1,398,385 | 1,210,512 |
Liabilities | ||
Accounts payable | 21,389 | 14,614 |
Deferred income | 15,675 | 13,690 |
Accrued liabilities and other | 110,048 | 100,131 |
Receivable-backed notes payable - recourse | 20,841 | 22,500 |
Receivable-backed notes payable - non-recourse (in VIEs) | 440,781 | 340,154 |
Note payable to BBX Capital, Inc. | 50,000 | 50,000 |
Other notes payable and borrowings | 218,738 | 97,125 |
Junior subordinated debentures | 136,011 | 134,940 |
Operating lease liabilities | 27,716 | 37,870 |
Deferred income taxes | 113,193 | 95,688 |
Total liabilities | 1,154,392 | 906,712 |
Commitments and contingencies (See Note 12) | ||
Equity | ||
Preferred stock of $0.01 par value; authorized 10,000,000 shares | 0 | 0 |
Additional paid-in capital | 46,821 | 173,909 |
Accumulated earnings | 124,680 | 69,316 |
Total Bluegreen Vacations Holding Corporation equity | 171,660 | 243,433 |
Non-controlling interests | 72,333 | 60,367 |
Total equity | 243,993 | 303,800 |
Total liabilities and equity | 1,398,385 | 1,210,512 |
Class A Common Stock [Member] | ||
Equity | ||
Common stock | 122 | 171 |
Class B Common Stock [Member] | ||
Equity | ||
Common stock | $ 37 | $ 37 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Restricted cash | $ 50,845 | $ 42,854 |
Notes receivable, net | $ 552,490 | $ 446,322 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Restricted cash | $ 19,461 | $ 15,956 |
Notes receivable, net | $ 354,403 | $ 248,873 |
Class A Common Stock [Member] | ||
Common Stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 30,000,000 | 30,000,000 |
Common stock, shares issued | 12,165,825 | 17,118,392 |
Common stock, shares outstanding | 12,165,825 | 17,118,392 |
Class B Common Stock [Member] | ||
Common Stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 4,000,000 | 4,000,000 |
Common stock, shares issued | 3,664,117 | 3,664,412 |
Common stock, shares outstanding | 3,664,117 | 3,664,412 |
Consolidated Statements Of Oper
Consolidated Statements Of Operations And Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Revenue: | ||||
Total revenues | $ 817,676 | $ 674,609 | $ 440,090 | |
Interest income | 99,739 | 81,691 | 79,381 | |
Other income, net | 2,014 | 813 | ||
Total revenues | 919,429 | 757,113 | 519,471 | |
Costs and expenses: | ||||
Interest expense | 42,953 | 35,329 | 36,795 | |
Selling, general and administrative expenses | 574,532 | 465,806 | 370,935 | |
Other expense, net | 1,179 | |||
Total costs and expenses | 811,991 | 658,517 | 566,245 | |
Income (loss) before income taxes | 107,438 | 98,596 | (46,774) | |
(Provision) benefit for income taxes | (26,187) | (26,664) | 2,368 | |
Income (loss) from continuing operations | 81,251 | 71,932 | (44,406) | |
Discontinued operations | ||||
(Loss) Income from discontinued operations | (41,593) | |||
Benefit for income taxes | 900 | 8,834 | ||
Net income (loss) from discontinued operations | 900 | (32,759) | ||
Net income (loss) | 81,251 | 72,832 | (77,165) | |
Less: Income attributable to noncontrolling interests - continuing operations | 16,866 | 14,102 | 8,186 | |
Less: Loss attributable to noncontrolling interests - discontinued operations | (4,822) | |||
Net income (loss) attributable to shareholders | $ 64,385 | $ 58,730 | $ (80,529) | |
Basic earnings (loss) per share from continuing operations | $ 3.26 | $ 2.79 | $ (2.82) | |
Basic earnings (loss) per share from discontinued operations | 0.04 | (1.50) | ||
Basic earnings (loss) per share | [1] | 3.26 | 2.83 | (4.32) |
Diluted earnings (loss) per share from continuing operations | 3.24 | 2.79 | (2.82) | |
Diluted earnings (loss) per share from discontinued operations | 0.04 | (1.50) | ||
Diluted earnings (loss) per share | [1] | 3.24 | $ 2.83 | $ (4.32) |
Cash dividends declared per Class A and B common shares | $ 0.45 | |||
Other comprehensive loss, net of tax: | ||||
Foreign currency translation adjustments | $ 19 | |||
Unrealized loss on securities available for sale | (198) | |||
Other comprehensive loss, net | (179) | |||
Comprehensive income (loss), net of tax | $ 81,251 | $ 72,832 | (77,344) | |
Less: Comprehensive income attributable to noncontrolling interests | 16,866 | 14,102 | 3,364 | |
Comprehensive income (loss) attributable to shareholders | 64,385 | 58,730 | (80,708) | |
Sales of VOIs [Member] | ||||
Revenue: | ||||
Gross sales | 636,156 | 426,556 | 230,938 | |
Provision for loan losses | (100,431) | (72,788) | (56,941) | |
Total revenues | 535,725 | 353,768 | 173,997 | |
Interest income | 98,000 | 81,300 | 77,500 | |
Cost Of VOIs [Member] | ||||
Costs and expenses: | ||||
Total costs and expenses | 58,665 | 29,504 | 13,597 | |
Fee-Based Sales Commission Revenue [Member] | ||||
Revenue: | ||||
Total revenues | 72,647 | 128,321 | 89,965 | |
Other Fee-Based Services Revenue [Member] | ||||
Revenue: | ||||
Total revenues | 131,910 | 123,454 | 111,823 | |
Costs and expenses: | ||||
Cost of other fee-based services | 58,447 | 58,812 | 79,434 | |
Cost Reimbursements [Member] | ||||
Revenue: | ||||
Total revenues | 77,394 | 69,066 | 64,305 | |
Costs and expenses: | ||||
Cost reimbursements | $ 77,394 | $ 69,066 | $ 64,305 | |
[1] Basic and Diluted EPS are calculated the same for both Class A and B common shares. |
Consolidated Statements Of Equi
Consolidated Statements Of Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] Class A Common Stock [Member] | Common Stock [Member] Class B Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Earnings [Member] | Accumulated Other Comprehensive Income [Member] | Total Shareholders' Equity [Member] | Non-controlling Interests [Member] | Total |
Beginning balance at Dec. 31, 2019 | $ 151 | $ 32 | $ 153,507 | $ 394,551 | $ 1,554 | $ 549,795 | $ 90,275 | $ 640,070 |
Beginning balance, shares at Dec. 31, 2019 | 15,106 | 3,192 | ||||||
Net income excluding $4,0723 of loss attributable to redeemable noncontrolling interest | (80,529) | (80,529) | 7,437 | (73,092) | ||||
Other comprehensive income (loss) | (179) | (179) | (179) | |||||
Bluegreen purchase and retirement of its common stock | (1,167) | (1,167) | (10,574) | (11,741) | ||||
Distributions to noncontrolling interests | (12,094) | (12,094) | ||||||
Accretion of redeemable noncontrolling interest | (1,247) | (1,247) | (1,247) | |||||
Reversal of accretion of redeemable noncontrolling interest | 3,150 | 3,150 | 3,150 | |||||
Conversion of Common Stock from Class B to Class A, shares | 27 | |||||||
Conversion of Common Stock from Class B to Class A, shares | (27) | |||||||
Spin-off of BBX Capital, Inc. | (643) | (305,339) | $ (1,375) | (307,357) | (197) | (307,554) | ||
Accelerated vesting of restricted stock awards | $ 5 | $ 5 | 18,740 | 18,750 | 18,750 | |||
Accelerated vesting of restricted stock awards, shares | 491 | 529 | ||||||
Share-based compensation | 6,667 | 6,667 | 6,667 | |||||
Net income | (77,165) | |||||||
Ending balance at Dec. 31, 2020 | $ 156 | $ 37 | 177,104 | 10,586 | 187,883 | 74,847 | 262,730 | |
Ending balance, shares at Dec. 31, 2020 | 15,624 | 3,694 | ||||||
Purchase and retirement of common stock, value | $ (12) | (27,263) | (27,275) | (27,275) | ||||
Purchase and retirement of common stock, shares | (1,182) | (19) | ||||||
Distributions to noncontrolling interests | (4,900) | (4,900) | ||||||
Bluegreen Vacations Corporation short-form merger, value | $ (27) | (23,032) | (23,059) | 23,682 | 623 | |||
Bluegreen Vacations Corporation short-form merger, shares | 2,666 | |||||||
Conversion of Common Stock from Class B to Class A, shares | 10 | |||||||
Conversion of Common Stock from Class B to Class A, shares | (10) | |||||||
Share-based compensation | 1,036 | 1,036 | 1,036 | |||||
Net income | 58,730 | 58,730 | 14,102 | 72,832 | ||||
Ending balance at Dec. 31, 2021 | $ 171 | $ 37 | 173,909 | 69,316 | 243,433 | 60,367 | 303,800 | |
Ending balance, shares at Dec. 31, 2021 | 17,118 | 3,665 | ||||||
Dividends to shareholders | (9,021) | (9,021) | (9,021) | |||||
Purchase and retirement of common stock, value | $ (19) | (54,418) | (54,437) | (54,437) | ||||
Purchase and retirement of common stock, shares | (1,912) | |||||||
Distributions to noncontrolling interests | (4,900) | (4,900) | ||||||
Tender offer, value | $ (30) | (76,054) | (76,084) | (76,084) | ||||
Tender offer, shares | (3,041) | |||||||
Conversion of Common Stock from Class B to Class A, shares | 1 | |||||||
Conversion of Common Stock from Class B to Class A, shares | (1) | |||||||
Share-based compensation | 3,384 | 3,384 | 3,384 | |||||
Net income | 64,385 | 64,385 | 16,866 | 81,251 | ||||
Ending balance at Dec. 31, 2022 | $ 122 | $ 37 | $ 46,821 | $ 124,680 | $ 171,660 | $ 72,333 | $ 243,993 | |
Ending balance, shares at Dec. 31, 2022 | 12,166 | 3,664 |
Consolidated Statements Of Eq_2
Consolidated Statements Of Equity (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Consolidated Statement Of Equity [Abstract] | |
Loss attributable to redeemable noncontrolling interest | $ 4,073 |
Consolidated Statements Of Cash
Consolidated Statements Of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities: | |||
Net income (loss) | $ 81,251 | $ 72,832 | $ (77,165) |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Recoveries from loan losses, net, from discontinued operations | (5,844) | ||
Provision for loan losses | 100,431 | 72,788 | 56,941 |
Depreciation, amortization and accretion, net | 20,931 | 19,981 | 24,771 |
Share-based compensation expense | 3,384 | 1,036 | 25,417 |
Net losses on sales of real estate and property and equipment | 286 | 225 | 1,428 |
Equity earnings of unconsolidated real estate joint ventures | (49) | ||
Return on investment in unconsolidated real estate joint ventures | 3,933 | ||
Loss on the deconsolidation of IT'SUGAR, LLC | 3,326 | ||
Increase (decrease) in deferred income tax liability | 17,505 | 10,374 | (9,243) |
Impairment losses | 31,588 | ||
Changes in operating assets and liabilities: | |||
Notes receivable | (206,599) | (109,761) | (17,722) |
VOI Inventory | (54,344) | 12,517 | (185) |
Trade inventory | 279 | ||
Real estate inventory | 925 | ||
Prepaids expense and other assets | 5,235 | (14,100) | 14,051 |
Accounts payable, accrued liabilities and other, and deferred income | 19,027 | 11,074 | (23,372) |
Net cash (used in) provided by operating activities | (12,893) | 76,966 | 29,079 |
Investing activities: | |||
Return of investment in unconsolidated real estate joint ventures | 4,631 | ||
Investments in unconsolidated real estate joint ventures | (14,009) | ||
Proceeds from repayment of loans receivable | 6,127 | ||
Proceeds from sales of real estate | 2,151 | ||
Proceeds from sales of property and equipment | 190 | ||
Additions to real estate | (70) | ||
Purchases of property and equipment | (15,098) | (13,598) | (11,779) |
Other investing activities | (1,210) | ||
Net cash used in investing activities | (15,098) | (13,598) | (13,969) |
Financing activities: | |||
Repayments of notes payable, line of credit facilities and other borrowings | (264,077) | (211,027) | (317,952) |
Proceeds from notes payable and other borrowings | 486,575 | 111,054 | 278,091 |
Redemption of junior subordinated debentures | (4,186) | ||
Payments for debt issuance costs | (6,616) | (436) | (3,194) |
Cash transferred in spin-off of BBX Capital, Inc. | (96,842) | ||
Merger consideration | (623) | ||
Purchase and retirement of common stock | (54,437) | (27,275) | |
Dividends paid on common stock | (9,021) | (1,144) | |
Distributions to noncontrolling interests | (4,900) | (4,900) | (12,094) |
Tender offer | (76,084) | ||
Purchase and retirement of subsidiary common stock | (11,741) | ||
Net cash provided by (used in) financing activities | 71,440 | (137,393) | (164,876) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 43,449 | (74,025) | (149,766) |
Cash, cash equivalents and restricted cash at beginning of period | 183,079 | 257,104 | 406,870 |
Cash, cash equivalents and restricted cash at end of period | 226,528 | 183,079 | 257,104 |
Supplemental cash flow information: | |||
Interest paid on borrowings, net of amounts capitalized | 36,004 | 31,754 | 33,083 |
Income taxes refunded | 8,018 | ||
Income taxes paid | 5,312 | 19,068 | 913 |
Supplementary disclosure of non-cash investing activities: | |||
Transfer of property and equipment to VOI inventory | 1,501 | ||
Reconciliation of cash, cash equivalents and restricted cash: | |||
Cash and cash equivalents | 175,683 | 140,225 | 221,118 |
Restricted cash | 50,845 | 42,854 | 35,986 |
Total cash, cash equivalents, and restricted cash | $ 226,528 | $ 183,079 | $ 257,104 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2022 | |
Organization [Abstract] | |
Organization | 1. Organization Our Business Bluegreen Vacations Holding Corporation is a Florida-based holding company which owns 100 % of Bluegreen Vacations Corporation (“Bluegreen”). Bluegreen Vacations Holding Corporation as a standalone entity without its subsidiaries is referred to as “BVH”. Unless stated to the contrary or the context otherwise requires, Bluegreen Vacations Holding Corporation with its subsidiaries, including Bluegreen, is referred to herein as the “Company”, “we”, “us” or “our”. On September 30, 2020, the Company completed its spin-off of BBX Capital, Inc. (“BBX Capital”). BBX Capital was a wholly owned subsidiary of the Company prior to the spin off and became a separate public company as a result of the spin-off. BBX Capital holds all of the historical business and investments of the Company other than the Company’s investment in Bluegreen. Bluegreen is a leading vacation ownership company that markets and sells VOIs and manages resorts in popular leisure and urban destinations. As a result of the spin-off, all of the Company’s operations and activities relate to the operations and activities of Bluegreen. BBX Capital and its subsidiaries are presented as discontinued operations in the Company’s financial statements. In connection with the spin-off, the Company’s name was changed from BBX Capital Corporation to Bluegreen Vacations Holding Corporation. The Company also issued a $ 75.0 million note payable to BBX Capital (of which $ 50 million remained outstanding at December 31, 2022) that accrues interest at a rate of 6 % per annum and requires payments of interest on a quarterly basis. Under the terms of the note, the Company has the option in its discretion to defer interest payments under the note, with interest on the entire outstanding balance thereafter to accrue at a cumulative, compounded rate of 8 % per annum until such time as the Company is current on all accrued payments under the note, including deferred interest. All remaining outstanding amounts under the note will become due and payable in September 2025 or earlier upon the occurrence of certain events. Prior to May 5, 2021, the Company owned approximately 93 % of Bluegreen’s outstanding common stock. On May 5, 2021, the Company acquired all of the approximately 7 % of the outstanding shares of Bluegreen’s common stock not previously owned by the Company through a statutory short-form merger under Florida law. In connection with the merger, Bluegreen’s shareholders (other than the Company ) received 0.51 shares of the Company’s Class A Common Stock for each share of Bluegreen’s common stock that they held at the effective time of the merger (subject to rounding up of fractional shares). T he Company issued approximately 2.66 million shares of its Class A Common Stock in connection with the merger. As a result of the completion of the merger, Bluegreen became a wholly owned subsidiary of the Company and its common stock was no longer publicly traded . In July 2020, the Company effected a one-for-five reverse split of its Class A Common Stock and Class B Common Stock. Share and per share amounts set forth herein have been retroactively adjusted to reflect the one-for-five reverse stock split as if it had occurred as of January 1, 2020. Bluegreen is a leading vacation ownership company that markets and sells vacation ownership interests (“VOIs”) and manages resorts in popular leisure and urban destinations. Bluegreen’s resorts are primarily located in high-volume, “drive-to” vacation locations, including Orlando, Las Vegas, the Smoky Mountains, Myrtle Beach, Charleston, the Branson, Missouri area and New Orleans, among others. The resorts in which Bluegreen markets, sells, and manages VOIs were either developed or acquired by Bluegreen, or were developed and are owned by third parties. Bluegreen earns fees for providing sales and marketing services to third party developers. Bluegreen also earns fees for providing management services to the Bluegreen Vacation Club (“Vacation Club”) and homeowners’ associations (“HOAs”), mortgage servicing, VOI title services, reservation services, and construction design and development services. In addition, Bluegreen provides financing to qualified VOI purchasers, which generates significant interest income. |
Basis Of Presentation And Recen
Basis Of Presentation And Recently Issued Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2022 | |
Basis Of Presentation And Recently Issued Accounting Pronouncements [Abstract] | |
Basis Of Presentation And Recently Issued Accounting Pronouncements | 2. Basis of Presentation and Recently Issued Accounting Pronouncements Principles of Consolidation and Basis of Presentation The Company’s consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of its wholly-owned subsidiaries, other entities in which the Company or its consolidated subsidiaries hold controlling financial interests, and any variable interest entities (“VIEs) in which the Company or one of its consolidated subsidiaries deemed the primary beneficiary of the VIE. All significant inter-company accounts and transactions have been eliminated in consolidation. Use of Estimates The Company’s financial statements are prepared in conformity with GAAP, which requires it to make estimates based on assumptions about current and, for some estimates, future economic and market conditions which affect reported amounts and related disclosures in its financial statements. Although the Company’s current estimates are based on current and expected future conditions, as applicable, actual conditions could differ from its expectations, which could materially affect its results of operations and financial position. In particular, a number of estimates have been and may continue to be affected by adverse trends affecting general economic conditions, including rising interest rates and inflation. The severity, magnitude and duration, as well as the economic consequences of these factors are uncertain, subject to change and difficult to predict. As a result, accounting estimates and assumptions may change over time. Such changes could result in, among other adjustments, incremental credit losses on notes receivable, a decrease in the carrying amount of tax assets, or an increase in other obligations as of the time of a relevant measurement event. On an ongoing basis, management evaluates its estimates, including those that relate to the estimated future sales value of inventory; the recognition of revenue; the allowance for loan losses; the recovery of the carrying value of VOI inventories; the fair value of assets measured at, or compared to, fair value on a non-recurring basis; the estimate of contingent liabilities related to litigation and other claims and assessments; and deferred income taxes. Management bases its estimates on historical experience and on various other assumptions that it believes to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ materially from these estimates under different assumptions and conditions. Significant Accounting Policies Cash and Cash Equivalents Cash in excess of the Company’s immediate operating requirements are generally invested in cash equivalents, such as short-term time deposits and money market instruments, with original maturities at the date of purchase of three months or less. Cash and cash equivalents are maintained at various financial institutions. These financial institutions are located throughout the United States and in Aruba. However, a significant portion of the Company’s unrestricted cash is maintained with a single bank and, accordingly, the Company is subject to credit risk. Periodic evaluations of the relative credit standing of financial institutions maintaining the Company’s deposits are performed to evaluate and, if necessary, take actions in an attempt to mitigate credit risk. Restricted Cash Restricted cash consists primarily of customer deposits held in escrow accounts and cash collected on pledged/secured notes receivable not yet remitted to lenders. Revenue Recognition Sales of VOIs. Revenue is recognized for sales of VOIs after control of the VOI is deemed transferred to the customer, which is when the legal rescission period has expired on a binding executed VOI sales agreement and the collectability of the note receivable from the buyer, if any, is probable. Transfer of control of the VOI to the buyer is deemed to occur when the legal rescission period expires as the risk and rewards associated with VOI ownership are transferred to the buyer at that time. The Company records customer deposits from contracts within the legal rescission period in restricted cash and escrow deposits in its consolidated balance sheets as such amounts are refundable until the legal rescission period has expired. In cases where construction and development of developed resorts has not been completed, the Company defers all of the revenue and associated expenses for the sales of VOIs until construction is complete and the resort may be occupied. Our contracts with customers may include multiple performance obligations. For such arrangements, where applicable, we allocate revenue to each performance obligation based on its relative standalone selling price. The Company generally offers qualified purchasers financing for up to 90 % of the purchase price of VOIs. The typical financing provides for a term of ten years and a fixed interest rate, is fully amortizing in equal installments and may be prepaid without penalty. For sales of VOIs for which it provides financing, the Company reduces the transaction price for expected loan losses, which it considers to be variable consideration. The Company’s estimates of the variable consideration are based on the results of its static pool analysis, which relies on historical payment data for similar VOI notes receivable. Policies regarding the estimation of variable consideration on notes receivable are discussed in further detail under “Notes Receivable” below. VOI Sales where no financing was provided do not have any significant payment terms. Fee-based sales commission revenue. The Company enters into arrangements with third-party developers to sell VOIs through its sales and marketing platform for which it earns a commission. Commission revenue is recognized to the extent that , it is probable that a significant reversal of such revenue will not occur and the related consumer rescission period has expired. C ommission revenue is recognized as the third-party developer receives and consumes the benefits of these services. Other fee-based services revenue and cost reimbursements. Revenue in connection with other fee-based services (which are described below) is recognized as follows: Resort and club management revenue is recognized as services are rendered. These services provided to the resort HOAs are comprised of day-to-day services to operate the resort, including management, housekeeping, and maintenance, as well as certain accounting and administrative functions. Management services provided to the Vacation Club include managing the reservation system and providing owner, billing and collection services. Our management contracts are typically structured as cost-plus with an initial term of three years and automatic one year renewals. The Company believes these services to be a series of distinct goods and services to be accounted for as a single performance obligation over time and recognize revenue as the customer receives the benefits of its services. The Company allocates variable consideration to the distinct good or service within the series, such that revenue from management fees and cost reimbursements is recognized in each period as the uncertainty with respect to such variable consideration is resolved. Cost reimbursements are received for performing day to day management services, based on agreements with the HOAs. These costs primarily consist of payroll and payroll related costs for management of the HOAs and other services provided where we are the employer. Cost reimbursements are based upon actual expenses and are billed to the HOA on a monthly basis. The Company recognizes cost reimbursements when they incur the related reimbursable costs as the HOA receives and consumes the benefits of the management services. Resort title fee revenue is recognized when escrow amounts are released and title documents are completed. Rental revenue is recognized on a daily basis which is consistent with the period for which the customer benefits from such service. Mortgage servicing revenue is recognized as services are rendered. Fees received in advance are generally included in deferred income in the Company’s consolidated balance sheets until such time as the related service is rendered and revenue is recognized as stated above. Under timeshare accounting rules, rental operations, including accommodations provided through the use of the sampler program, are accounted for as incidental operations whereby incremental carrying costs in excess of incremental revenue are expensed as incurred. Revenue from the sampler program is deferred and recognized as guests complete stays at the resorts. During each of the years presented, the Company’s aggregate rental and sampler operating profit was less than the aggregate carrying cost of its VOI inventory. Accordingly, it recorded such profit as a reduction to the carrying cost of VOI inventory, which is included in cost of other fee-based services in the Company’s consolidated statements of operations and comprehensive income for each year. Interest Income. The Company provides financing for a significant portion of sales of its owned VOIs. It recognizes interest income from financing VOI sales on the accrual method as earned based on the outstanding principal balance, interest rate and terms stated in each individual financing agreement. See “Notes Receivable” below for further discussion of the policies applicable to VOI notes receivable. Notes Receivable The Company’s notes receivable are carried at amortized cost less an allowance for loan losses. Interest income is suspended, and previously accrued but unpaid interest income is reversed, on all delinquent notes receivable when principal or interest payments are more than 90 days contractually past due and not resumed until such loans are less than 90 days past due. As of December 31, 2022 and 2021, $ 24.2 million and $ 16.3 million, respectively, of VOI notes receivable were more than 90 days past due, and accordingly, consistent with the Company’s policy, were not accruing interest income. After approximately 127 days, VOI notes receivable are generally written off against the allowance for loan loss. To the extent the Company determines that it is probable that a significant reversal of cumulative revenue recognized may occur, it records an estimate of variable consideration as a reduction to the transaction price of the sales of VOIs until the uncertainty associated with the variable consideration is resolved. Variable consideration which has not been included within transaction price is presented as an allowance for loan loss. Estimates of the variable consideration are based on the results of its static pool analysis, which relies on historical payment data for similar VOI notes receivable and tracks uncollectibles for each period’s sales over the entire life of the notes. The Company also considers whether historical economic conditions are comparable to then current economic conditions, as well as variations in underwriting standards. Revisions to estimate of variable consideration from the sale of VOIs impacts the loan loss reserve and can increase or decrease revenue. The Company reviews its estimate of variable consideration on at least a quarterly basis. Loan origination costs are deferred and recognized over the life of the related notes receivable. VOI Inventory VOI inventory consists of completed VOIs, VOIs under construction and land held for future VOI development. Completed VOI inventory is carried at the lower of (i) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest, real estate taxes and other costs incurred during construction, or (ii) estimated fair market value, less costs to sell. VOI inventory and cost of sales are accounted for under timeshare accounting rules, which require the use of a specific method of the relative sales value method for relieving VOI inventory and recording cost of sales. Under the relative sales value method required by timeshare accounting rules, cost of sales is calculated as a percentage of net sales using a cost-of-sales percentage - the ratio of total estimated development costs to total estimated VOI revenue, including the estimated incremental revenue from the resale of VOI inventory repossessed, generally as a result of the default of the related note receivable. In addition, pursuant to timeshare accounting rules, the Company does not relieve inventory for VOI cost of sales related to anticipated loan losses. Accordingly, no adjustment is made when inventory is reacquired upon default of the related receivable. Changes in estimates within the relative sales value calculation are accounted for as VOI inventory true-ups and are included in Cost of VOI sales in the Company’s consolidated statements of operations and comprehensive income (loss) to retrospectively adjust the margin previously recognized subject to those estimates. Property and Equipment Property and equipment is recorded at acquisition cost. The Company records depreciation and amortization in a manner that recognizes the cost of its depreciable assets over their estimated useful lives using the straight-line method. Leasehold improvements are amortized over the shorter of the terms of the underlying leases or the estimated useful lives of the improvements. The Company capitalizes the costs of software developed for internal use in accordance with the guidance for accounting for costs of computer software developed or obtained for internal use. Capitalization of software developed for internal use commences during the development phase of the project and ends when the asset is ready for its intended use. Software developed or obtained for internal use is generally amortized on a straight-line basis over 3 to 5 years and included within property and equipment on the Company’s consolidated balance sheet. Capitalized costs of software developed for internal use for the years ended December 31, 2022, 2021, and 2020 were $ 2.0 million, $ 3.0 million, and $ 3.5 million, respectively. Costs of internal development time and the costs of software under cloud computing arrangements that are service contracts are capitalized and included in prepaid expenses on the Company’s consolidated balance sheet. Costs of these service contracts are amortized over the life of the contract and included in selling, general and administrative expenses in the Company’s consolidated statement of operations and comprehensive income (loss). Unamortized capital costs of software service contracts totaled $ 1.0 million and $ 1.4 million as of December 31, 2022 and 2021, respectively. Amortization expense from these service contracts for both the years ended December 31, 2022 and 2021 was $ 0.5 million and $ 0.4 million, respectively . Intangible Assets Intangible assets consist primarily of indefinite-lived management contracts recognized upon the consolidation of Bluegreen in November 2009 upon the acquisition of a controlling interest in Bluegreen at that time. M anagement contracts are reviewed for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The Company did not record any impairment charges during the years ended December 31, 2022, 2021 or 2020. Impairment of Long-Lived Assets The Company evaluates the recoverability of the carrying amounts of its long-lived assets under the guidelines of ASC 360 , Property, Plant and Equipment (“ASC 360”), which provides guidance relating to the accounting for the impairment or disposal of long-lived assets. The Company reviews the carrying amounts of the Company’s long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company assesses impairment by comparing the undiscounted cash flows of the assets to their carrying amounts. If estimated cash flows are insufficient to recover the investment, an impairment loss is recognized to write-down the carrying value of the asset to the estimated fair value. Deferred Financing Costs Deferred financing costs are comprised of costs incurred in connection with obtaining financing from third-party lenders and are presented in the consolidated balance sheets as other assets or as a direct deduction from the carrying value of the associated debt liability. These costs are capitalized and amortized using the effective yield method to interest expense over the terms of the related financing arrangements. As of December 31, 2022 and 2021, unamortized deferred financing costs totaled $ 13.3 million and $ 10.7 million, respectively. Interest expense from the amortization of deferred financing costs for the years ended December 31, 2022, 2021, and 2020 was $ 3.1 million, $ 3.3 million and $ 3.5 million, respectively. Advertising Expense The Company expenses advertising costs, which are primarily marketing costs, as incurred. Advertising expense was $ 195.0 million, $ 151.5 million and $ 97.0 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is included in selling, general and administrative expenses in the accompanying consolidated statements of operations and comprehensive income (loss). Bluegreen has entered into marketing arrangements with various third parties. Bluegreen has an exclusive marketing agreement through 2024 with Bass Pro that provides the Company with the right to market and sell vacation packages at kiosks in each of Bass Pro’s retail locations and through other means. For the years ended December 31, 2022, 2021, and 2020, sales of VOIs to prospects and leads generated by Bluegreen’s marketing agreement with Bass Pro accounted for approximately 17 % , 19 % and 12 %, respectively, of total VOI sales volume. There can be no guarantee that Bluegreen will be able to maintain this agreement in accordance with its terms or extend or renew this agreement on similar terms, or at all. See Note 12: Commitments and Contingencies for a description of the revised terms of Bluegreen’s marketing agreement with Bass Pro. Income Taxes Income tax expense is recognized at applicable U.S. tax rates. Certain revenue and expense items may be recognized in one period for financial statement purposes and in a different period for income tax purposes. The tax effects of such differences are reported as deferred income taxes. Valuation allowances are recorded in periods in which it is determined that the realization of deferred tax assets does not meet the more likely than not recognition threshold. Noncontrolling Interests Noncontrolling interests reflect third parties’ ownership interests in entities that are consolidated in the Company’s financial statements but are less than 100% owned by the Company. Noncontrolling interests are recognized as equity in the Company’s consolidated balance sheet and presented separately from the equity attributable to its shareholders . The amounts of consolidated net income and comprehensive income attributable to the Company’s shareholders and noncontrolling interests are separately presented in the Company’s consolidated statements of operations and comprehensive income (loss). Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing the earnings available to common shareholders by the weighted average number of Class A and Class B common shares outstanding for the period. Diluted earnings per share is computed in the same manner as basic earnings per share but also reflects potential dilution that could occur if restricted stock awards issued by the Company were vested. Restricted stock awards, if dilutive, are considered in the weighted average number of dilutive common shares outstanding. As discussed in Note 14 Common Stock, the Company has two classes of common stock. The Company has not presented earnings per share under the two-class method because the earnings per share are the same for both Class A and Class B Common Stock since they are entitled to and participate in earnings in the same manner. Stock-Based Compensation Compensation cost for unvested restricted stock awards is based on the fair value of the award on the measurement date, which is generally the grant date, and is recognized on a straight-line basis over the requisite service period of the award, which is generally four to ten years for unvested restricted stock awards with forfeitures recognized as incurred. The fair value of unvested restricted stock awards is generally determined based on the market price of the Company’s common stock on the grant date. Accounting Standards Not Yet Adopted The FASB has issued the following accounting pronouncement and guidance relevant to the Company’s operations which had not yet been adopted as of December 31, 2022: In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effect of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of LIBOR in response to the Financial Conduct Authority (the regulatory authority over LIBOR) plan for a phase out of regulatory oversight of LIBOR interest rate indices after 2021 to allow for an orderly transition to an alternate reference rate. The Alternative Reference Rates Committee (“ARRC”) has proposed that the Secured Overnight Financing Rate (“SOFR”) is the rate that represents best practice as the alternative to LIBOR for promissory notes or other contracts that are currently indexed to LIBOR. The ARRC has proposed a market transition plan to SOFR from LIBOR and organizations are currently working on transition plans as it relates to derivatives and cash markets indexed to LIBOR. Although the Company’s VOIs notes receivable from its borrowers are not indexed to LIBOR, as of December 31, 2022, the Company had $ 170.9 million of LIBOR indexed junior subordinated debentures and $ 30.9 million of LIBOR indexed receivable-backed notes payable. The Company expects that replacements for LIBOR will be determined as the Company renews or amends its existing debt instruments. The Company will continue to evaluate the adoption of the optional expedients and exceptions provided as circumstances evolve. |
Revenue From Contracts With Cus
Revenue From Contracts With Customers | 12 Months Ended |
Dec. 31, 2022 | |
Revenue From Contracts With Customers [Abstract] | |
Revenue From Contracts With Customers | 3. Revenue From Contracts with Customers The table below sets forth the Company’s disaggregated revenue by category from contracts with customers (in thousands) : For the Years Ended December 31, 2022 2021 2020 Sales of VOIs (1) $ 535,725 $ 353,768 $ 173,997 Fee-based sales commission revenue (1) 72,647 128,321 89,965 Resort and club management revenue (2) 108,892 103,214 98,233 Cost reimbursements (2) 77,394 69,066 64,305 Administrative fees and other (1) 13,662 12,203 7,568 Other revenue (2) 9,356 8,037 6,022 Revenue from customers 817,676 674,609 440,090 Interest income (3) 99,739 81,691 79,381 Other income, net 2,014 813 — Total revenue $ 919,429 $ 757,113 $ 519,471 (1) Included in the Company’s sales of VOIs and financing segment described in Note 17. (2) Included in the Company’s resort operations and club management segment described in Note 17. (3) Interest income of $ 98.0 million, $ 81.3 million, and $ 77.5 million is included in the Company’s sales of VOIs and financing segment described in Note 17 for 2022, 2021, and 2020 respectively. As of December 31, 2022 and 2021, the Company had commission receivables, net of an allowance, of $ 10.3 million and $ 17.4 million, respectively, related to sales of third-party VOIs, which are included in other assets on the consolidated balance sheets. Commission receivables relate to contracts with customers including amounts associated with the Company’s contractual right to consideration for completed performance obligations and are settled when the related cash is received. Commission receivables are recorded when the right to consideration becomes unconditional and is only contingent on the passage of time. Contract liabilities include payments received or due in advance of satisfying performance obligations, including points awarded to customers as an incentive for the purchase of VOIs that may be redeemed in the future, advance deposits on owner programs for future services, and deferred revenue on prepaid vacation packages for future stays at the Company’s resorts or nearby hotels. Both points incentives and owner programs are recognized upon redemption, and deferred revenue for vacation packages are recognized net of sales of marketing expenses upon customer stays. Contract liabilities are included in deferred income in the Company’s consolidated balance sheets. The following table sets forth the Company’s contract liabilities as of December 31, 2022 and 2021 (in thousands): As of December 31, 2022 2021 Point incentives $ 3,944 $ 2,676 Owner programs 2,149 2,159 Deferred Revenue vacation packages 1,136 1,274 $ 7,229 $ 6,109 |
Notes Receivable
Notes Receivable | 12 Months Ended |
Dec. 31, 2022 | |
Notes Receivable [Abstract] | |
Notes Receivable | 4 . Notes Receivable The table below provides information relating to the Company’s notes receivable and its allowance for loan losses (dollars in thousands): As of December 31, 2022 2021 Notes receivable secured by VOIs: VOI notes receivable - non-securitized $ 279,888 $ 275,163 VOI notes receivable - securitized 483,913 334,266 Gross VOI notes receivable 763,801 609,429 Allowance for loan losses - non-securitized ( 81,801 ) ( 77,714 ) Allowance for loan losses - securitized ( 129,510 ) ( 85,393 ) Allowance for loan losses ( 211,311 ) ( 163,107 ) VOI notes receivable, net $ 552,490 $ 446,322 Allowance as a % of Gross VOI notes receivable 28 % 27 % The weighted-average interest rate charged on the Company’s notes receivable secured by VOIs was 15.3 % at both December 31, 2022 and 2021 . All of the Company’s VOI loans bear interest at fixed rates. The Company’s VOI notes receivable are primarily secured by VOIs located in Florida, Missouri, South Carolina, Tennessee, Nevada and Virginia. Future principal payments due to the Company from notes receivable as of December 31, 2022 are as follows (in thousands): 2023 $ 77,248 2024 75,853 2025 80,781 2026 83,319 2027 85,842 Thereafter 360,758 Total $ 763,801 Allowance for Loan Losses The activity in the Company’s allowance for loan losses was as follows (in thousands): For the Year Ended December 31, 2022 2021 Balance, beginning of period $ 163,107 $ 142,044 Provision for loan losses 100,431 72,788 Less: Write-offs of uncollectible receivables ( 52,227 ) ( 51,725 ) Balance, end of period $ 211,311 $ 163,107 The Company monitors the credit quality of its receivables on an ongoing basis. The Company holds large amounts of homogeneous VOI notes receivable and assesses uncollectibility based on pools of receivables as it does not believe that there are significant concentrations of credit risk with any borrower or groups of borrowers. In estimating loan losses, the Company does not use a single primary indicator of credit quality but instead evaluate our VOI notes receivable based upon a static pool analysis that incorporates the aging of the respective receivables, default trends and prepayment rates by origination year, as well as the FICO scores of the borrowers. The Company records the difference between its VOI notes receivable and the variable consideration included in the transaction price for the sale of the related VOI as an allowance for loan losses and records the VOI notes receivables net of the allowance. Adverse changes in economic conditions, including rising interest rates and inflationary trends, have had and may continue to have, an adverse impact on the collectability of our VOI notes receivable and we are continuing to evaluate the impact they may have on our default and/or delinquency rates. Our estimates may not prove to be correct and our allowance for loan losses may not prove to be adequate . Additional information about the Company’s VOI notes receivable by year of origination is as follows as of December 31, 2022 (in thousands): Year of Origination 2022 2021 2020 2019 2018 2017 and Prior Total FICO Score of Borrower 701+ $ 208,052 $ 88,445 $ 34,927 $ 43,765 $ 28,001 $ 43,228 $ 446,418 601-700 111,796 63,483 25,003 25,613 18,609 35,890 280,394 <601 (1) 8,844 3,181 2,222 2,876 1,818 3,595 22,536 Other 663 3,501 1,352 2,579 2,504 3,854 14,453 Total $ 329,355 $ 158,610 $ 63,504 $ 74,833 $ 50,932 $ 86,567 $ 763,801 (1) Includes VOI notes receivable attributable to borrowers without a FICO score (who are primarily foreign borrowers) Additional information about the Company’s VOI notes receivable by year of origination is as follows as of December 31, 2021 (in thousands): Year of Origination 2021 2020 2019 2018 2017 2016 and Prior Total FICO Score of Borrower 701+ $ 129,960 $ 49,102 $ 60,037 $ 39,760 $ 26,711 $ 40,872 $ 346,442 601-700 82,664 34,185 34,072 25,732 18,132 37,777 232,562 <601 (1) 4,623 3,149 3,690 2,473 1,551 4,175 19,661 Other 2,279 996 1,201 1,876 1,429 2,983 10,764 Total $ 219,526 $ 87,432 $ 99,000 $ 69,841 $ 47,823 $ 85,807 $ 609,429 (1) Includes VOI notes receivable attributable to borrowers without a FICO score (who are primarily foreign borrowers). The percentage of gross notes receivable outstanding by FICO score of the borrower at the time of origination were as follows: As of December 31, 2022 2021 FICO Score 701+ 59 % 58 % 601-700 38 39 <601 2 2 No Score (1) 1 1 Total 100 % 100 % (1) Includes VOI notes receivable attributable to borrowers without a FICO score (who are primarily foreign borrowers). The Company’s notes receivable are carried at amortized cost less allowance for loan losses. Interest income is suspended, and previously accrued but unpaid interest income is reversed, on all delinquent notes receivable when principal or interest payments are more than 90 days contractually past due and not resumed until such loans are less than 90 days past due. As of December 31, 2022 and 2021, $ 24.2 million and $ 16.3 million, respectively, of our VOI notes receivable were more than 90 days past due, and accordingly, consistent with our policy, were not accruing interest income. After approximately 127 days past due, VOI notes receivable are generally written off against the allowance for loan loss. Accrued interest was $ 5.8 million and $ 4.4 million as of December 31, 2022 and 2021, respectively, and is included within other assets in the Company’s consolidated balance sheets herein. The following shows the delinquency status of the Company’s VOI notes receivable as of December 31, 2022 and 2021 (in thousands): As of December 31, 2022 2021 Current $ 721,736 $ 581,719 31-60 days 9,612 6,290 61-90 days 8,243 5,084 Over 91 days 24,210 16,336 Total $ 763,801 $ 609,429 |
Variable Interest Entities
Variable Interest Entities | 12 Months Ended |
Dec. 31, 2022 | |
Variable Interest Entities [Abstract] | |
Variable Interest Entities | 5 . Variable Interest Entities The Company sells VOI notes receivable through special purpose finance entities. These transactions are generally structured as non-recourse to Bluegreen and are designed to provide liquidity and to transfer the economic risks and benefits of the notes receivable to third parties. In a securitization, various classes of debt securities are issued by the special purpose finance entities and are generally collateralized by a single tranche of transferred assets, which consist of VOI notes receivable. In these securitizations, the Company generally retains a portion of the securities and continues to service the securitized notes receivable for a fee pursuant to servicing agreements negotiated with third parties based on market conditions at the time of the securitization. Under these arrangements, the cash payments received from obligors on the receivables sold are generally applied monthly to pay fees to service providers, make interest and principal payments to investors, and fund required reserves, if any, with the remaining balance of such cash retained by the Company; however, to the extent the portfolio of receivables fails to satisfy specified performance criteria (as may occur due to, among other things, an increase in default rates or credit loss severity) or other trigger events occur, the funds received from obligors are required to be distributed on an accelerated basis to investors. Depending on the circumstances and the transaction, the application of the accelerated payment formula may be permanent or temporary until the trigger event is cured. As of December 31, 2022 and 2021, Bluegreen was in compliance with all material terms under its securitization transactions, and no trigger events had occurred. In accordance with applicable accounting guidance for the consolidation of VIEs, the Company analyzes its variable interests, which may consist of loans, servicing rights, guarantees, and equity investments, to determine if an entity in which it has a variable interest is a VIE. The analysis includes a review of both quantitative and qualitative factors. The Company bases its quantitative analysis on the forecasted cash flows of the entity, and it bases its qualitative analysis on the structure of the entity, including its decision-making ability and authority with respect to the entity, and relevant financial agreements. The Company also uses its qualitative analysis to determine if it must consolidate a VIE as the primary beneficiary. In accordance with applicable accounting guidance, the Company has determined these securitization entities to be VIEs of which it is the primary beneficiary and, therefore, the Company consolidates the entities into its financial statements. Under the terms of certain VOI notes receivable sales, the Company has the right to repurchase or substitute a limited amount of defaulted notes for new notes at the outstanding principal balance plus accrued interest. Voluntary repurchases and substitutions of defaulted notes during 2022, 2021 and 2020 were $ 11.4 million, $ 14.6 million and $ 14.5 million, respectively. The Company’s maximum exposure to loss relating to its non-recourse securitization entities is the difference between the outstanding VOI notes receivable and the notes payable, plus cash reserves and any additional residual interest in future cash flows from collateral. The assets and liabilities of the Company’s consolidated VIEs are as follows (in thousands): As of December 31, 2022 2021 Restricted cash $ 19,461 $ 15,956 Securitized notes receivable, net $ 354,403 $ 248,873 Receivable backed notes payable - non-recourse $ 440,781 $ 340,154 The restricted cash and the securitized notes receivable balances disclosed in the table above are restricted to satisfy obligations of the VIEs. |
VOI Inventory
VOI Inventory | 12 Months Ended |
Dec. 31, 2022 | |
VOI Inventory [Abstract] | |
VOI Inventory | 6. VOI Inventory The Company’s VOI inventory consists of the following (in thousands): As of December 31, 2022 2021 Completed VOI units $ 317,492 $ 255,223 Construction-in-progress 8,537 10,313 Real estate held for future development 63,835 69,069 $ 389,864 $ 334,605 Construction-in-progress consists primarily of additional VOI units being developed at The Cliffs at Long Creek in Ridgedale, Missouri. In July 2022, the Company purchased 46 one-bedroom units at a resort in Vail, Colorado for $ 18.6 million. The transaction was accounted for as an asset acquisition with the purchase price allocated to VOI inventory in the Company’s consolidated balance sheet. In October 2022, the Company purchased the property and other assets of a resort located in Panama City Beach, Florida for approximately $ 78.0 million. The transaction was accounted for as an asset acquisition with the purchase price allocated $ 74.2 million to VOI inventory and $ 4.2 million to certain property and equipment, See Note 8 Property and equipment in the Company’s consolidated balance sheet. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Leases | 7. Leases The Company is the lessee under various operating leases for certain sales offices, call centers, office space, equipment and vehicles. Some leases include one or more options to renew, at the Company’s discretion, for renewal terms of one year or more. Certain of the Company’s lease agreements include rental payments based on a percentage of sales generated at the location, and others include rental payments adjusted periodically for inflation. The Company’s lease agreements do not contain residual value guarantees or restrictive covenants which the Company believes to be material. The Company recognizes operating lease assets and operating lease liabilities associated with lease agreements with an initial term of 12 months or greater, while lease agreements with an initial term of 12 months or less are not recorded in the Company’s consolidated balance sheets. The Company generally does not include lease payments associated with renewal options, including those that are exercisable at its discretion, in the measurement of its operating lease assets and liabilities as it is not reasonably certain that such options will be exercised. The table below sets forth information regarding the Company’s lease agreements with an initial term of greater than 12 months (dollars in thousands): As of December 31, 2022 2021 Operating Lease Asset $ 22,963 $ 33,467 Operating Lease Liability 27,716 37,870 Weighted Average Lease Term (in years) (1) 2.42 3.3 Weighted Average Discount Rate (2) 3.76 % 3.43 % (1) The Company’s weighted average lease term excludes two real estate leases that expire in December 2034 and May 2056. (2) As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future lease payments. To estimate incremental borrowing rates, the Company considers various factors, including the rates applicable to the Company’s recently issued debt and credit facilities and prevailing financial market conditions. The Company generally recognizes lease costs associated with its operating leases on a straight-line basis over the lease term, while variable lease payments that do not depend on an index or rate are recognized as variable lease costs in the period in which the obligation for those payments is incurred. The table below sets forth information regarding the Company’s lease costs, which are included as selling, general and administrative expenses in the Company’s consolidated statements of operations and comprehensive income (loss) for the periods presented (in thousands): For the years ended December 31, 2022 2021 Fixed rental costs $ 7,597 $ 7,834 Short-term lease costs 1,619 1,314 Variable lease costs 2,775 2,363 Total operating lease costs $ 11,991 $ 11,511 The table below sets forth information regarding the future minimum lease payments of the Company’s operating lease liabilities (in thousands): As of December 31, Operating Lease Liabilities 2023 $ 5,781 2024 3,388 2025 2,331 2026 1,967 2027 1,846 After 2027 21,977 Total lease payments $ 37,290 Less: Interest 9,574 Total operating lease liabilities $ 27,716 Included in the Company’s consolidated statement of cash flows under operating activities for the years ended December 31, 2022, 2021, and 2020 was $ 7.8 million, $ 4.5 million, and $ 6.6 million, respectively, of cash paid for amounts included in the measurement of lease liabilities. During the years ended December 31, 2022 and 2021, the Company obtained $ 1.1 million and $ 6.2 million, respectively, of operating lease assets in exchange for new operating lease liabilities. The decrease in right-of-use assets and operating lease liabilities in 2022 as compared to 2021 was primarily due to one-time costs of $ 4.9 million for the termination of certain leases in connection with a reorganization of certain of the Company’s retail marketing operations in December 2022. Such costs are included in accrued liabilities in the Company’s consolidated balance sheet as of December 31, 2022. |
Property And Equipment
Property And Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Property And Equipment [Abstract] | |
Property And Equipment | 8. Property and Equipment Property and equipment consist of the following (dollars in thousands): As of December 31, Useful Lives 2022 2021 Land, buildings and building improvements 3 - 31 years 79,393 74,436 Computer hardware and software 1 - 5 years 71,551 67,937 Furniture, fixtures and equipment 3 - 14 years 22,817 21,816 Leasehold improvements 3 - 14 years 11,409 11,353 Transportation and equipment 5 years 669 680 185,839 176,222 Accumulated depreciation and amortization ( 99,924 ) ( 88,370 ) Total $ 85,915 $ 87,852 Depreciation and amortization expense related to the Company’s property and equipment was $ 15.8 million, $ 15.6 million, and $ 15.5 million for the years ended December 31, 2022, 2021 and 2020, respectively. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets [Abstract] | |
Intangible Assets | 9. Intangible Assets Intangible assets and related amortization expense were as follows (in thousands): As of December 31, Class 2022 2021 Intangible assets: Management agreements $ 61,708 $ 61,708 Accumulated amortization ( 415 ) ( 360 ) Total intangible assets $ 61,293 $ 61,348 As of December 31, 2022, management contracts that were amortizing are fully amortized. |
Debt
Debt | 12 Months Ended |
Dec. 31, 2022 | |
Debt [Abstract] | |
Debt | 10. Debt Contractual minimum principal payments required on the Company’s debt, net of unamortized discount, by type, for each of the five years subsequent to December 31, 2022 and thereafter are shown below (in thousands): Notes payable and other borrowings Note payable to BBX Capital, Inc. Recourse receivable- backed notes payable Non-recourse receivable- backed notes payable Junior subordinated debentures Total 2023 $ 16,000 $ — $ — $ — $ — $ 16,000 2024 25,000 — — — — 25,000 2025 25,000 50,000 4,630 — — 79,630 2026 8,500 — 17,778 104,953 — 131,231 2027 146,250 — 14,105 — — 160,355 Thereafter — — 10,101 315,186 170,897 496,184 Unamortized debt issuance costs ( 2,012 ) — — ( 5,131 ) ( 914 ) ( 8,057 ) Adjustment (1) — — ( 25,773 ) 25,773 — — Purchase accounting adjustment — — — — ( 33,972 ) ( 33,972 ) Total $ 218,738 $ 50,000 $ 20,841 $ 440,781 $ 136,011 $ 866,371 (1) Represents the non-recourse balances of the Liberty Bank Facility, NBA Receivables Facility, and the Pacific Western Facility as described below. The minimum contractual payments set forth in the table above may differ from actual payments due to the timing of principal payments required upon (1) the sale of real estate assets that serve as collateral on certain debt, (2) cash collections of pledged or transferred notes receivable and (3) prepayments. Lines-of-Credit and Notes Payable Financial data related to our lines of credit and notes payable (other than receivable-backed notes payable, which are discussed below) as of December 31, 2022 and 2021 were as follows (dollars in thousands): As of December 31, 2022 2021 Balance Interest Rate Carrying Amount of Pledged Assets Balance Interest Rate Carrying Amount of Pledged Assets Panama City Beach Acquisition Loan $ 54,500 6.16 % $ 77,334 $ — — $ — Fifth Third Syndicated LOC 70,000 5.92 % 68,413 10,000 2.25 % 21,243 Fifth Third Syndicated Term 96,250 5.40 % 94,068 88,125 2.25 % 187,207 Unamortized debt issuance costs ( 2,012 ) — ( 1,000 ) — Total $ 218,738 $ 239,815 $ 97,125 $ 208,450 Fifth Third Syndicated Line-of-Credit and Fifth Third Syndicated Term Loan. Bluegreen has a corporate credit facility which at December 31, 2021 included a $ 100.0 million term loan (the “Fifth Third Syndicated Loan”) with quarterly amortization requirements and a $ 125.0 million revolving line of credit (the “Fifth Third Syndicated LOC”). In February 2022, Bluegreen amended and increased the facility to $ 300.0 million. The amended facility includes a $ 100.0 million term loan with quarterly amortization requirements and a $ 200.0 million revolving line of credit. Accordingly, the amendment and restatement increased the revolving line of credit by $ 75.0 million. Borrowings generally bear interest at a rate of term SOFR plus 1.75 - 2.50 % and a 0.05 %- 0.10 % credit spread adjustment, depending on Bluegreen’s leverage ratio (as compared to LIBOR plus 2.00 %- 2.50 % with a 0.25 % LIBOR floor under the terms of the facility prior to the amendment). The amendment also extended the maturity date from October 2024 to February 2027. Borrowings are collateralized by certain VOI inventory, sales center buildings, management fees, short-term receivables and cash flows from residual interests relating to certain term securitizations. Panama City Beach Acquisition Loan. In October 2022, Bluegreen purchased the property and other assets of a resort located in Panama City Beach, Florida for approximately $ 78.0 million. In connection with the acquisition, Bluegreen entered into a non-revolving acquisition loan (the “Panama City Beach Acquisition Loan”) with National Bank of Arizona (“NBA”) for the acquisition and renovation of the resort. The Panama City Beach Acquisition Loan provides for advances of up to $ 96.6 million, provided, however, that the total advances may not exceed 70 % of the acquisition and renovation costs. Advances may be made during a 36 -month advance period. Approximately $ 54.5 million was advanced at closing for the acquisition of the resort. Principal payments will be effected through release payments from sales of the completed VOIs, subject to a minimum amortization schedule, with the remaining balance due at maturity in October 2027. Borrowings under the Panama City Beach Acquisition Loan bear interest at an annual rate equal to one-month term SOFR plus 2.25 %, subject to a floor of 2.40 %. Recourse is limited to 30 % of the principal and interest outstanding with decreases based on achieving certain milestones, subject to certain exceptions. Receivable-Backed Notes Payable Financial data related to our receivable-backed notes payable facilities were as follows (dollars in thousands): As of December 31, 2022 2021 Debt Balance Interest Rate Principal Balance of Pledged/ Secured Receivables Debt Balance Interest Rate Principal Balance of Pledged/ Secured Receivables Receivable-backed notes payable - recourse: Liberty Bank Facility (1) $ 5,000 6.50 % $ 8,470 $ 5,000 3.00 % $ 7,198 NBA Receivables Facility (2) 10,000 6.62 % 13,664 10,000 3.00 % 15,396 Pacific Western Facility (3) 5,841 6.82 % 10,171 7,500 3.00 % 11,265 Total 20,841 32,305 22,500 33,859 Receivable-backed notes payable - non-recourse: Liberty Bank Facility (1) $ 4,907 6.50 % $ 8,312 $ 17,965 3.00 % $ 25,864 NBA Receivables Facility (2) 20,866 6.62 % 28,512 18,910 3.00 % 29,114 Pacific Western Facility (3) — — — 16,906 3.00 % 25,394 Syndicated Warehouse Facility 104,953 5.87 % 125,486 42,994 2.50 % 53,623 Quorum Purchase Facility 14,007 4.95 - 5.10 % 16,302 19,425 4.95 - 5.10 % 22,690 2013 Term Securitization — — — 6,023 3.20 % 6,965 2015 Term Securitization 7,925 3.02 % 8,516 14,163 3.02 % 15,009 2016 Term Securitization 16,061 3.35 % 16,714 24,727 3.35 % 27,166 2017 Term Securitization 26,521 3.12 % 28,612 37,430 3.12 % 42,452 2018 Term Securitization 39,326 4.02 % 43,163 53,919 4.02 % 61,269 2020 Term Securitization 69,240 2.60 % 77,183 91,922 2.60 % 105,023 2022 Term Securitization 142,106 4.60 % 160,000 — — — Unamortized debt issuance costs ( 5,131 ) ( 4,230 ) — Total 440,781 512,800 340,154 414,569 Total receivable-backed debt $ 461,622 $ 545,105 $ 362,654 $ 448,428 (1) Recourse on the Liberty Bank Facility is generally limited to $ 5.0 million subject to certain exceptions. (2) Recourse on the NBA Receivables Facility is generally limited to $ 10.0 million subject to certain exceptions. (3) Recourse on the Pacific Western Facility is generally limited to $ 7.5 million subject to certain exceptions. Liberty Bank Facility. Bluegreen has a $ 40.0 million revolving VOI notes receivable hypothecation facility (the “Liberty Bank Facility”) with Liberty Bank which provides for advances on eligible receivables pledged under the Liberty Bank Facility, subject to specified terms and conditions, during the revolving credit period. The revolving credit period expires in June 2024 and the facility matures in June 2026. Advance rates under the facility with respect to Qualified Timeshare Loans is 85 % of the unpaid principal balance of the Qualified Timeshare Loans. The advance rate is 70 % of the unpaid principal balance of Non-Conforming Qualified Timeshare Loans. The interest rate on borrowings incurred is the Prime Rate minus 0.50 % with a floor of 3.00 %. Recourse to Bluegreen under the facility is limited to $ 5.0 million, with certain exceptions set forth in the facility. Subject to the terms of the facility, principal and interest due under the Liberty Bank Facility are paid as cash is collected on the pledged receivables, with the remaining balance being due by maturity. NBA Receivables Facility. Bluegreen/Big Cedar Vacations has a $ 70.0 million revolving VOI notes receivable hypothecation facility (the “NBA Receivables Facility”) with National Bank of Arizona (“NBA”). T he revolving advance period expires in September 2023 and the facility matures in March 2028. The interest rate on advances made under the facility is the one-month LIBOR plus 2.25 % (with an interest rate floor of 3.00 %). The NBA Receivables Facility provides for advances at a rate of 80 % on eligible receivables pledged under the facility, subject to eligible collateral and specified terms and conditions, during the revolving credit period. R ecourse to Bluegreen/Big Cedar under the facility is limited to $ 10.0 million as of December 31, 2022. Subject to the terms of the facility, principal and interest payments received on pledged receivables are applied to principal and interest due under the facility, with the remaining outstanding balance being due by maturity. Pacific Western Facility. Bluegreen has a $ 50.0 million revolving VOI notes receivable hypothecation facility (the “Pacific Western Facility”) with Pacific Western Bank, which provides for advances on eligible VOI notes receivable pledged under the facility, subject to specified terms and conditions, during a revolving credit period. The revolving advance period expires in September 2024 and the facility matures in September 2027. The Pacific Western Facility provides for eligible “A” VOI notes receivable be funded at an 85 % advance rate. The Pacific Western Facility also allows for eligible “B” VOI notes receivable to be funded at a 65 % advance rate. In December 2022, the facility was amended to decrease the interest rate on borrowings under the facility to one-month term SOFR plus 2.50 % with a floor of 2.75 % (a decrease from one-month LIBOR plus 2.50 % to 2.75 % prior to the amendment). Recourse to Bluegreen under the facility is limited to $ 7.5 million at December 31, 2022. Subject to the terms of the facility, p rincipal and interest payments received on pledged receivables are applied to principal and interest due under the facility , with the remaining balance being due by maturity. Syndicated Warehouse Facility. Bluegreen has an $ 80.0 million VOI notes receivable purchase facility (the “Syndicated Warehouse Facility”). In September 2022, Bluegreen amended and restated the facility to increase the maximum outstanding financings from $ 80.0 million to up to $ 250.0 million and extend the advance period from December 2022 to September 2025. The amended and restated facility provides for an advance rate of up to 88 % (an increase from 80 % prior to the amendment and restatement) with respect to VOI receivables securing amounts financed. Borrowings under the facility bear interest until the expiration of the revolving advance period at a rate equal to one-month term SOFR plus 1.75 % (a decrease from one-month LIBOR or commercial paper rate plus 2.25 % prior to the amendment and restatement) and thereafter at a rate equal to one-month term SOFR plus 2.75 % (a decrease from one-month LIBOR or commercial paper rate plus 3.25 % prior to the amendment and restatement). While ownership of the VOI notes receivable included in the facility is transferred and sold for legal purposes, the transfer of these VOI notes receivable is accounted for as a secured borrowing for financial reporting purposes. The facility is nonrecourse. Quorum Purchase Facility. Bluegreen/Big Cedar Vacations has a $ 50.0 million VOI notes receivable purchase facility (the “Quorum Purchase Facility”) with Quorum Federal Credit Union (“Quorum”). The Quorum Purchase Facility’s advance period expired in October 2022 and the facility matures in December 2034. Of the amounts outstanding under the Quorum Purchase Facility at December 31, 2022, $ 7.5 million bears interest at a rate per annum of 4.95 % and $ 6.5 million bears interest at a fixed rate of 5.10 %. While ownership of the VOI notes receivable included in the Quorum Purchase Facility is transferred and sold for legal purposes, the transfer of these VOI notes receivable is accounted for as a secured borrowing for financial reporting purposes. The facility is nonrecourse. 2022 Term Securitization. In April 2022, Bluegreen completed a private offering and sale of $ 172.0 million of VOI receivable-backed notes (the “2022 Term Securitization”). The 2022 Term Securitization consisted of the issuance of three tranches of VOI receivable-backed notes (collectively, the “Notes”) as follows: $ 71.0 million of Class A Notes, $ 56.5 million of Class B Notes, and $ 44.5 million of Class C Notes. The interest rates on the Class A Notes, Class B Notes and Class C Notes are 4.12 %, 4.61 % and 5.35 %, respectively, which blends to an overall weighted average note interest rate of approximately 4.60 %. The gross advance rate for this transaction was 88.3 %. The Notes mature in September 2037. Approximately $ 194.7 million of VOI receivables were sold to BXG Receivables Note Trust 2022-A (the “Trust”) in the transaction. The gross proceeds of such sales to the Trust were $ 171.9 million. A portion of the proceeds were used to: repay $ 53.2 million under the Syndicated Warehouse Facility, representing all amounts outstanding under the facility at that time; repay $ 11.0 million under the Liberty Bank Facility; repay $ 16.1 million under the Pacific Western Bank Facility; capitalize a reserve fund; and pay fees and expenses associated with the transaction. Prior to the closing of the 2022 Term Securitization, Bluegreen, as servicer, funded $ 4.9 million in connection with the servicer redemption of the notes related to the 2013 Term Securitization, and certain of the VOI notes in such trust were sold to the Trust in connection with the 2022 Term Securitization. The remainder of the gross proceeds from the 2022 Term Securitization were used for general corporate purposes. Subject to performance of the collateral, Bluegreen will receive any excess cash flows generated by the receivables transferred under the 2022 Term Securitization (excess meaning after payments of customary fees, interest and principal under the 2022 Term Securitization) on a pro-rata basis as borrowers make payments on their VOI loans. While ownership of the VOI receivables included in the 2022 Term Securitization is transferred and sold for legal purposes, the transfer of these receivables is accounted for as a secured borrowing for financial accounting purposes. Accordingly, no gain or loss was recognized as a result of the transaction. In connection with the 2022 Term Securitization, we repaid in full the 2013 Term Securitization notes payable during April 2022. Other Non-Recourse Receivable-Backed Notes Payable . In addition to the above described facilities, Bluegreen has a number of other nonrecourse receivable-backed notes payable facilities, as set forth in the table above. During 2022 and 2021, Bluegreen repaid $ 92.9 million and $ 57.9 million, respectively, under these additional receivable-backed notes payable facilities. Junior Subordinated Debentures Woodbridge Holdings Corporation (“Woodbridge”), the wholly owned subsidiary of the Company through which the Company holds its investment in Bluegreen, and Bluegreen have each formed statutory business trusts (collectively, the "Trusts"), each of which issued trust preferred securities as part of a larger pooled trust securities offering which was not registered under the Securities Act of 1933 and invested the proceeds thereof in its junior subordinated debentures. The Trusts are variable interest entities in which Woodbridge and Bluegreen are not the primary beneficiaries. Accordingly, the Company and its subsidiaries do not consolidate the operations of the Trusts; instead, the beneficial interests in the Trusts are accounted for under the equity method of accounting. The maximu m exposure to loss as a result of Woodbridge and Bluegreen’s involvement with the Trusts is limited to the carrying amount of the equity method investment. Included in other assets in the Company’s balance sheets as of December 31, 2022 and 2021 was $ 2.1 million and $ 2.0 million, respectively, of equity in the Trusts. Interest on the junior subordinated debentures and distributions on the trust preferred securities are payable quarterly in arrears at the same interest rate. Financial data relating to the Company’s junior subordinated debentures was as follows (dollars in thousands): December 31, 2022 December 31, 2021 Carrying Effective Interest Carrying Effective Interest Maturity Amounts Rates (1) Amounts Rates (1) Years (2) Woodbridge - Levitt Capital Trusts I - IV $ 66,302 7.47 - 8.21 % $ 66,302 3.93 - 4.07 % 2035 - 2036 Bluegreen Statutory Trusts I - VI 104,595 8.52 - 9.26 % 104,595 4.93 - 5.12 % 2035 - 2037 Unamortized debt issuance costs ( 914 ) ( 985 ) Unamortized purchase discount ( 33,972 ) ( 34,972 ) Total junior subordinated debentures $ 136,011 $ 134,940 (1) The junior subordinated debentures bear interest at three-month LIBOR (subject to quarterly adjustment) plus a spread ranging from 3.80 % to 4.85 %. (2) As of December 31, 2022 and 2021, all of the junior subordinated debentures were eligible for redemption by the Company. During February 2021, Bluegreen purchased BST II trust preferred securities having a par value of $ 6.1 million for approximately $ 4.0 million and delivered such securities to the trust in exchange for the cancellation of $ 6.1 million of Bluegreen’s junior subordinated debentures held by BST II. Availability As of December 31, 2022, the Company was in compliance with all financial debt covenants under its debt instruments. As of December 31, 2022, the Company had availability of approximately $ 430.5 million under its receivable-backed purchase and credit facilities, inventory renovation loans and corporate credit line, subject to eligible collateral and the terms of the facilities, as applicable. Note payable to BBX Capital, Inc. In September 2020, the Company spun-off its subsidiary, BBX Capital. As a result of the spin-off, BBX Capital became a separate publicly traded company. In connection with the spin off, the Company issued a $ 75.0 million note payable to BBX Capital that accrues interest at a rate of 6 % per annum and requires payments of interest on a quarterly basis. Under the terms of the note, the Company has the option in its discretion to defer interest payments under the note, with interest on the outstanding balance thereafter to accrue at a compounded rate of 8 % per annum until such time as all accrued payments under the note are brought current, including deferred interest. In December 2021, the Company repaid $ 25.0 million of the note payable to BBX Capital, leaving a remaining balance as of both December 31, 2022 and 2021 of $ 50.0 million. All outstanding amounts under the note will become due and payable in September 2025 or earlier upon the occurrence of certain events. As of both December 31, 2022 and 2021, there was no accrued interest payable in connection with this note payable. |
Fair Value Of Financial Instrum
Fair Value Of Financial Instruments | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Of Financial Instruments [Abstract] | |
Fair Value Of Financial Instruments | 11. Fair Value of Financial Instruments ASC 820 Fair Value Measurements (Topic 820) defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The inputs used to measure fair value are classified into the following hierarchy: Level 1: Unadjusted quoted prices in active markets for identical assets or liabilities Level 2: Unadjusted quoted prices in active markets for similar assets or liabilities, or unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or inputs other than quoted prices that are observable for the asset or liability Level 3: Unobservable inputs for the asset or liability The carrying amounts of financial instruments included in the consolidated financial statements and their estimated fair values are as follows (in thousands): As of December 31, 2022 As of December 31, 2021 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Cash and cash equivalents $ 175,683 $ 175,683 $ 140,225 $ 140,225 Restricted cash 50,845 50,845 42,854 42,854 Notes receivable, net 552,490 720,171 446,322 607,881 Note payable to BBX Capital, Inc. 50,000 46,635 50,000 50,340 Receivable-backed notes payable 461,622 451,500 362,654 367,900 Lines-of-credit and notes payable 218,738 215,400 97,125 95,400 Junior subordinated debentures 136,011 102,000 134,940 133,500 Cash and cash equivalents. The amounts reported in the consolidated balance sheets for cash and cash equivalents approximate fair value due to their short maturity of 90 days or less. Restricted cash. The amounts reported in the consolidated balance sheets for restricted cash approximate fair value. Notes receivable, net. The fair value of the Company’s notes receivable is estimated using Level 3 inputs and is based on estimated future cash flows considering contractual payments and estimates of prepayments and defaults, discounted at a market rate. Note Payable to BBX Capital, Inc. The fair value of the note payable to BBX Capital, Inc was determined using Level 3 inputs by discounting the net cash outflows estimated to be used to repay the debt. Lines-of-credit and notes payable. The amounts reported in the Company’s consolidated balance sheets for lines of credit and notes payable, approximate fair value for indebtedness that provides for variable interest rates. The fair value of the Company’s fixed-rate notes payable was determined using Level 3 inputs by discounting the net cash outflows estimated to be used to repay the debt. These obligations are to be satisfied using the proceeds from the consumer loans that secure the obligations. Receivable-backed notes payable. The amounts reported in the Company’s consolidated balance sheets for receivable-backed notes payable, approximate fair value for indebtedness that provides for variable interest rates. The fair value of the Company’s fixed-rate receivable-backed notes payable was determined using Level 3 inputs by discounting the net cash outflows estimated to be used to repay the debt. These obligations are to be satisfied using the proceeds from the consumer loans that secure the obligations. Junior subordinated debentures. The fair value of the Company’s junior subordinated debentures is estimated using Level 3 inputs based on the contractual cash flows discounted at a market rate or based on market price quotes from the over-the-counter bond market. |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 12. Commitments and Contingencies Litigation Matters In the ordinary course of business, the Company and its subsidiaries are parties to lawsuits as plaintiff or defendant involving its operations and activities including the purchase, sale, marketing, or financing of VOIs. Additionally, from time to time in the ordinary course of business, the Company is involved in disputes with existing and former employees, vendors, taxing jurisdictions, and other individuals and entities, and it also receives individual consumer complaints as well as complaints received through regulatory and consumer agencies, including Offices of State Attorneys General. The Company takes these matters seriously and attempts to resolve any such issues as they arise. Reserves are accrued for matters in which management believes it is probable that a loss will be incurred and the amount of such loss can be reasonably estimated. Management does not believe that the aggregate liability relating to known contingencies in excess of the aggregate amounts accrued will have a material impact on the Company’s results of operations or financial condition. However, litigation is inherently uncertain and the actual costs of resolving legal claims, including awards of damages, may be substantially higher than the amounts accrued for these claims and may have a material adverse impact on the Company’s results of operations or financial condition. Management is not at this time able to estimate a range of reasonably possible losses with respect to matters in which it is reasonably possible that a loss will occur. In certain matters, management is unable to estimate the loss or reasonable range of loss until additional developments provide information sufficient to support an assessment of the loss or range of loss. Frequently in these matters, the claims are broad and the plaintiffs have not quantified or factually supported their claim. Litigation The following is a description of certain material legal proceedings pending against the Company or its subsidiaries or which were pending during the year ended December 31, 2022: On June 28, 2018, Melissa S. Landon, Edward P. Landon, Shane Auxier and Mu Hpare, individually and on behalf of all others similarly situated, filed a purported class action lawsuit against Bluegreen and its wholly owned subsidiary Bluegreen Vacations Unlimited, Inc. (“BVU”) asserting claims for alleged violations of the Wisconsin Timeshare Act, Wisconsin law prohibiting illegal referral selling, and Wisconsin law prohibiting illegal attorney’s fee provisions. Plaintiffs sought certification of a class consisting of all persons who, in Wisconsin, purchased from Bluegreen one or more VOIs within six years prior to the filing of this lawsuit. Plaintiffs sought statutory damages, attorneys’ fees and injunctive relief. Bluegreen moved to dismiss the case, and on November 27, 2019, the Court issued a ruling granting the motion in part. Plaintiffs moved for class certification, and on November 5, 2021, the Court entered an order denying Plaintiff’s Motion. During June 2022, the parties settled the litigation and the lawsuit has been dismissed with prejudice. On January 7, 2019, Shehan Wijesinha filed a purported class action lawsuit alleging violations of the Telephone Consumer Protection Act (the “TCPA”). It is alleged that BVU called plaintiff’s cell phone for telemarketing purposes using an automated dialing system, and that plaintiff did not give BVU his express written consent to do so. Plaintiffs seek certification of a class comprised of other persons in the United States who received similar calls from or on behalf of BVU without the person’s consent. Plaintiff seeks monetary damages, attorneys’ fees and injunctive relief. Bluegreen believes the lawsuit is without merit and intends to vigorously defend the action. On July 15, 2019, the court entered an order staying this case pending a ruling from the Federal Communications Commission (“FCC”) clarifying the definition of an automatic telephone dialing system under the TCPA and the decision of the Eleventh Circuit in a separate action brought against a VOI company by a plaintiff alleging violations of the TCPA. On January 7, 2020, the Eleventh Circuit issued a ruling consistent with BVU’s position , and on June 26, 2020, the FCC also issued a favorable ruling. The case was stayed pending the United States Supreme Court’s decision in Facebook, Inc. v. Duguid. On April 1, 2021, the Supreme Court issued a decision in the Facebook case which was favorable to Bluegreen’s position that an automatic telephone dialing system was not used in this case. Bluegreen believes the ruling disposes of the plaintiff’s claim and filed a Notice of Supplemental Authority advising the court of the ruling. On July 18, 2019, Eddie Boyd, and Connie Boyd, Shaundre and Kimberly Laskey, and others similarly situated filed an action alleging that BVU and co-defendants violated the Missouri Merchandise Practices Act for allegedly making false statements and misrepresentations with respect to the sale of VOIs. Plaintiffs’ claims include a purported class action allegation that BVU’s charging of an administrative processing fee constitutes the unauthorized practice of law, and also that Bluegreen and its outside counsel engaged in abuse of process by filing a lawsuit against plaintiffs’ counsel (The Montgomery Law Firm). Plaintiffs seek monetary damages, attorneys’ fees and injunctive relief. On August 31, 2020, the court certified a class regarding the unauthorized practice of law claim, but dismissed the claims regarding abuse of process. On January 11, 2021, the Court issued an order that the class members are not entitled to rescission of their contracts because they failed to plead fraud in the inducement. Plaintiffs filed a third amended petition to add Resort Title Agency, Inc. (a wholly owned subsidiary of Bluegreen) as a defendant. On July 29, 2022, Resort Title Agency, Inc. removed the case to the United States District Court for the Western District of Missouri, where the case is currently pending. Bluegreen believes the lawsuit is without merit and is vigorously defending the action. On July 14, 2020, Kenneth Johansen, individually and on behalf of all others similarly situated, filed a purported class action against BVU for alleged violations of the TCPA. Specifically, the named plaintiff alleges that he received numerous telemarketing calls from BVU while he was on the National Do Not Call Registry. Bluegreen filed a motion to dismiss, and plaintiff in response filed an amended complaint on September 18, 2020. On February 18, 2021, plaintiff filed a motion for class certification seeking to certify a class of thousands of individual proposed class members. On April 15, 2021, a court-ordered mediation was conducted at which time the parties were not able to resolve the lawsuit. On September 30, 2021, the court entered an order denying plaintiff’s motion for class certification. The plaintiffs have appealed the order to the Eleventh Circuit. The Eleventh Circuit affirmed the District Court’s order denying plaintiff’s motion for class certification. On March 15, 2018, BVU entered into an Agreement for Purchase and Sale of Assets with T. Park Central, LLC, O. Park Central, LLC, and New York Urban Ownership Management, LLC, (collectively “New York Urban”) (“Purchase and Sale Agreement”), which provided for the purchase of The Manhattan Club inventory over a number of years and the management contract for The Manhattan Club Association, Inc. On October 7, 2019, New York Urban initiated arbitration proceedings against BVU alleging that The Manhattan Club Association, Inc. (of which BVU was a member) was obligated to pay an increased management fee to a New York Urban affiliate and that this higher amount would be the benchmark for BVU’s purchase of the management contract under the parties’ Purchase and Sale Agreement. New York Urban also sought damages in the arbitration proceedings in excess of $ 10.0 million for promissory estoppel and tortious interference. On November 19, 2019, the parties participated in mediation but did not resolve the matter. On November 20, 2019, New York Urban sent a letter to BVU advising that it was: (1) withdrawing its arbitration demand; (2) notifying the Board that it was not seeking to execute the proposed amendment to the Management Agreement that was originally sent to Bluegreen on April 24, 2019; and (3) not going to pay itself a management fee for the 2020 operating year in an amount exceeding the 2019 operating year (i.e., $ 6.5 million). On November 21, 2019, BVU sent New York Urban a Notice of Termination of the Purchase and Sale Agreement. On November 25, 2019, New York Urban sent its own Notice of Termination and a separate letter containing an offer to compromise if BVU resigned its position on the Board and permitted New York Urban to enforce its rights to the collateral. On November 29, 2019, BVU accepted the offer and on December 18, 2019, BVU provided New York Urban with resignations of its members on the Board of Directors. On August 30, 2020, over 100 VOI owners at The Manhattan Club (“TMC”) sued BVU and certain unaffiliated entities (the “Non-Bluegreen Defendants”). The complaint includes claims arising out of alleged misrepresentations made during the sale of VOIs at TMC and certain post-sale operational practices, including allegedly charging owners excessive annual maintenance fees and implementing reservation policies that restrict the ability of VOI owners to use their points to access the resort while allowing the general public to make reservations. The plaintiffs assert in the complaint that Bluegreen acquired operational control of TMC from the Non-Bluegreen Defendants in 2018 and assumed joint liability for any prior wrongdoing by them. Bluegreen believes this assertion to be erroneous and that the claims against BVU are without merit. On September 27, 2021, the court granted Bluegreen’s motion to dismiss without prejudice and the Court declined to exercise supplemental jurisdiction over the remaining state law claims. Plaintiffs have amended their complaint. BVU filed a motion to dismiss the amended complaint on December 29, 2021 and continues to vigorously defend the action. On April 2, 2021, New York Urban initiated new arbitration proceedings against BVU, alleging it is owed over $ 70.0 million for periodic inventory closings that have not occurred since the Purchase and Sale Agreement was terminated or that will not occur because of the termination. New York Urban also seeks over $ 50.0 million because, due to the Purchase and Sale Agreement’s termination, the closing on the management contract will not occur. BVU believes this new claim is without merit. The arbitration hearing has commenced and is ongoing. BVU continues to vigorously defend against New York Urban’s claims. On September 14, 2021, Tamarah and Emmanuel Louis, individually and on behalf of all others similarly situated, filed a purported class action lawsuit against BVU alleging it violated the Military Lending Act (“MLA”). The complaint alleges that BVU did not make any inquiry before offering financing to the plaintiffs as to whether they were members of the United States Military and allege other claims related to certain disclosures mandated by the MLA. BVU filed a motion to dismiss the complaint, and plaintiffs then filed an amended complaint on December 3, 2021. The District Court granted BVU’s motion to dismiss. An appeal of the District Court’s dismissal has been initiated by the plaintiffs. BVU continues to vigorously defend this action. Commencing in 2015, it came to Bluegreen’s attention that its collection efforts with respect to its VOI notes receivable were being impacted by a then emerging, industry-wide trend involving the receipt of “cease and desist” letters from exit firms and their attorneys purporting to represent certain VOI owners. Following receipt of these letters, Bluegreen is unable to contact the owners unless allowed by law. Bluegreen believes these exit firms have encouraged such owners to become delinquent and ultimately default on their obligations and that such actions and its inability to contact the owners have been a material factor in the increase in its annual default rates. Bluegreen’s average annual default rates have increased from 6.9 % in 2015 to 8.3 % in 2022. Bluegreen also estimates that approximately 6.1 % of the total delinquencies on its VOI notes receivable as of December 31, 2021 related to VOI notes receivable are subject to this issue. Bluegreen has in a number of cases pursued, and Bluegreen may in the future pursue, legal action against the VOI owners, and as described below, against the exit firms. On November 13, 2019, Bluegreen filed a lawsuit against timeshare exit firm The Montgomery Law Firm and certain of its affiliates. In the complaint, Bluegreen alleged that through various forms of deceptive advertising, as well as inappropriate direct contact with VOI owners, such firm and its affiliates made false statements about Bluegreen and provided misleading information to the VOI owners and encouraged nonpayment by consumers. Bluegreen believes the consumers are paying fees to the firm and its affiliates in exchange for illusory services. Bluegreen has asserted claims under the Lanham Act, as well as tortious interference with contractual relations, civil conspiracy to commit tortious interference and other claims. Defendants’ motion to dismiss was denied. In January 2022, Bluegreen entered into a settlement with several of the defendants, which includes an immaterial monetary payment and a stipulated injunction. In September 2022, Bluegreen entered into settlements with other defendants, including The Montgomery Law Firm. On October 18, 2022, pursuant to stipulation of the parties, the Court dismissed the action in light of the settlements. On November 13, 2020, Bluegreen filed a lawsuit against timeshare exit firm, Carlsbad Law Group, LLP, and certain of its associated law firms and affiliates. On December 30, 2020, Bluegreen filed a lawsuit against timeshare exit firm, The Molfetta Law Firm, and certain of its associated law firms, affiliates, and cohorts, including Timeshare Termination (“TTT”). In both of these actions, Bluegreen makes substantially the same claims against the timeshare exit firms and its associated law firms and affiliates as those made in its action against The Montgomery Law Firm described above. In June 2021, counsel for TTT moved to withdraw, citing TTT’s insolvency. On October 1, 2021, the principals of TTT filed for Chapter 11 Bankruptcy Protection. Bluegreen is pursuing its damages as a claim in that action. Discovery is ongoing with respect to the non-bankrupt defendants. TTT has consented to entry of an injunction against it in the Bankruptcy proceeding as part of an agreement with Bluegreen. Discovery is ongoing with respect to the non-bankrupt defendants. Other Commitments, Contingencies and Guarantees The Company, indirectly through Bluegreen and BVU, has an exclusive marketing agreement through 2024 with Bass Pro, a nationally-recognized retailer of fishing, marine, hunting, camping and sports gear, that provides the Company with the right to market and sell vacation packages at kiosks in each of Bass Pro’s retail locations and through other means. As of December 31, 2022, Bluegreen had sales and marketing operations at a total of 129 Bass Pro Shops and Cabela’s Stores. In December 2022, Bluegreen reorganized certain of its marketing operations, including the elimination of lower performing marketing programs and transitioned its kiosks at certain lower volume Cabela’s stores to an unmanned, virtual format as of January 1, 2023. Pursuant to a settlement agreement Bluegreen entered into with Bass Pro and its affiliates during June 2019, Bluegreen paid Bass Pro $ 20.0 million and agreed to, among other things, make five annual payments to Bass Pro of $ 4.0 million in January of each year, commencing in 2020. Bluegreen made annual payments of $ 4.0 million to Bass Pro in January 2020, January 2021, December 2021 (as payment of the amount owed in January 2022), and December 2022 (as payment of the amount owed in January 2023). As of December 31, 2022 and 2021, $ 3.8 million and $ 7.3 million, respectively, was included in accrued liabilities and other in the Company’s consolidated balance sheets for the remaining payments required by the settlement agreement. During the years ended December 31, 2022 and 2021, VOI sales to prospects and leads generated by the agreement with Bass Pro accounted for approximately 17 % and 19 %, respectively, of Bluegreen’s VOI sales volume. Subject to the terms and conditions of the settlement agreement, in lieu of the previous commission arrangement, Bluegreen agreed to pay Bass Pro a fixed annual fee of $ 70,000 for each Bass Pro and Cabela’s retail store that it is accessing (excluding sales at retail stores which are designated to provide tours to Bluegreen/Big Cedar Vacations, or “Bluegreen/Big Cedar feeder stores”), plus $ 32.00 per net vacation package sold (less cancellations or refunds within 45 days of sale). Bluegreen also agreed to contribute to the Wonders of Wildlife Foundation $ 5.00 per net package sold (less certain cancellations and refunds within 45 days of sale), subject to an annual minimum of $ 700,000 . Bluegreen will generally be required to pay the fixed annual fee with respect to at least 59 Bass Pro retail stores and at least 60 Cabela’s retail stores. During the years ended December 31, 2022 and 2021, Bluegreen incurred $ 8.3 million and $ 7.4 million, respectively, relating to this fixed fee which is included in selling, general and administrative expenses in the Company’s consolidated statements of operations and comprehensive income (loss). In December 2022, Bluegreen paid $ 8.3 million for the 2023 fixed fee, which is included in prepaid expenses in the Company’s consolidated balance sheet as of December 31, 2022. Notwithstanding the foregoing, the minimum number of Bass Pro and Cabela’s retail stores for purposes of the fixed annual fee may be reduced under certain circumstances set forth in the agreement, including as a result of a reduction of traffic in the stores in excess of 25 % year-over-year. As of December 31, 2022, Bluegreen had sales and marketing operations at a total of 129 Bass Pro and Cabela’s stores. On January 1, 2023, Bluegreen transitioned its marketing operations at certain Cabela’s stores to an unmanned, virtual format. In lieu of paying maintenance fees for unsold VOI inventory, Bluegreen may enter into subsidy agreements with certain HOAs. During the years ended December 31, 2022, 2021 and 2020, Bluegreen made subsidy payments related to such subsidies of $ 27.5 million, $ 24.9 million, and $ 24.0 million, respectively, which are included within cost of other fee-based services in the Company’s consolidated statements of operations and comprehensive income (loss). As of December 31, 2022 and 2021, the Company had $ 0.6 million and $ 0.2 million, respectively, accrued for such subsidies, which is included in accrued liabilities and other in the Company’s consolidated balance sheets. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes [Abstract] | |
Income Taxes | 13. Income Taxes The Company’s provision (benefit) for income taxes from continuing operations consists of the following (in thousands): Year Ended December 31, 2022 2021 2020 Federal: Current $ 6,483 $ 13,690 $ 2,775 Deferred 12,964 6,752 ( 3,048 ) $ 19,447 $ 20,442 $ ( 273 ) State and Other: Current $ 2,199 $ 2,509 $ 567 Deferred 4,541 3,713 ( 2,662 ) 6,740 6,222 ( 2,095 ) Total $ 26,187 $ 26,664 $ ( 2,368 ) The difference between the Company’s provision (benefit) for income taxes from continuing operations and the results of applying the federal statutory tax rate to income before provision (benefit) for income taxes relates to (in thousands): For the Year Ended December 31, 2022 2021 2020 Income tax provision (benefit) at expected federal income tax rate (1) $ 22,562 $ 20,530 $ ( 9,823 ) Increase (decrease) resulting from: Provision (benefit) for state taxes, net of federal effect 5,325 4,915 ( 1,655 ) Taxes related to noncontrolling interests in subsidiaries not consolidated for income tax purposes ( 3,542 ) ( 2,781 ) ( 1,552 ) Non-deductible items 2,083 3,945 10,205 Other - net ( 241 ) 55 457 Provision (benefit) for income taxes $ 26,187 $ 26,664 $ ( 2,368 ) (1) Expected tax is computed based upon income before taxes from continuing operations. The Company’s deferred income taxes from continuing operations consist of the following components (in thousands): As of December 31, 2022 2021 Deferred tax assets: Book reserves for loan losses and inventory costs under timeshare accounting rules $ 37,180 $ 25,162 Federal and State NOL and tax credit carryforward 88,640 88,722 Real estate valuation 5,402 5,421 Expenses recognized for books and deferred for tax 968 2,645 Other 5,208 3,570 Total gross deferred tax assets 137,398 125,520 Valuation allowance ( 80,797 ) ( 80,815 ) Total deferred tax assets 56,601 44,705 Deferred tax liabilities: Installment sales treatment of notes 142,254 112,059 Intangible assets 14,179 14,152 Junior subordinated debentures 7,874 8,131 Property and equipment 4,681 5,239 Other 806 812 Total gross deferred tax liabilities 169,794 140,393 Net deferred tax liability $ 113,193 $ 95,688 Valuation Allowance on Deferred Tax Assets The Company evaluates its deferred tax assets to determine if valuation allowances are required. In the evaluation, management considers net operating loss (“NOL”) carryback availability, expectations of sufficient future taxable income, trends in earnings, existence of taxable income in recent years, the future reversal of temporary differences, and available tax planning strategies that could be implemented, if required. Valuation allowances are established based on the consideration of all available evidence using a more likely than not standard. As of December 31, 2022, the Company established a valuation allowance of $ 80.8 million relating to the deferred tax asset of $ 88.6 million for federal and state NOL and tax credit carryforwards, as the Company’s ability to utilize a portion of these carryforwards to reduce future tax liability income is subject to significant limitations. The table below sets forth information regarding the federal and state NOL and tax credit carryforwards and the applicable valuation allowance as of December 31, 2022 (in thousands): Federal and State NOL and Credit Carryforward Gross Deferred Tax Asset Valuation Allowance Net Deferred Tax Asset Year Expires Non-Florida State NOLs $ 224,543 $ 10,263 $ 3,735 $ 6,528 2023-2042 Federal NOL SRLY Limitation 210,330 44,169 44,169 — 2026-2034 Florida NOL SRLY Limitation 702,433 30,521 30,521 — 2026-2034 Other Federal tax credits-SRLY Limitation 2,371 2,371 2,371 — 2025-2031 Federal NOL Section 382 Limitation 5,520 1,159 — 1,159 2027-2028 Florida NOL Section 382 Limitation 3,589 156 — 156 2027-2028 Total $ 88,639 $ 80,796 $ 7,843 The Company evaluated all positive and negative evidence available as of the reporting date, including tax planning strategies, the ability to file a consolidated return with its subsidiaries, the expected future reversal of existing taxable temporary differences, and expected future taxable income exclusive of reversing temporary differences and carry forwards. Based on this evaluation, the Company has determined that it is more likely than not that it will be able to realize $ 7.8 million of the deferred tax asset that is attributed to the Company’s federal and state NOL and credit carryforwards. As of December 31, 2022, Bluegreen had non-Florida state NOL carryforwards of $ 224.5 million which expire from 2023 through 2042. These NOLs can only be utilized against Bluegreen’s (or its subsidiary’s) income allocable to the state in which the NOL was generated. A valuation allowance is maintained for those state NOLs where the NOL is not more likely than not realizable. As of December 31, 2022, the Company had federal and Florida NOL carryforwards and federal tax credit carryforwards that can only be utilized if the separate entity that generated them has separate company taxable income (the “SRLY Limitation”). These carryforwards cannot be utilized against most of the Company’s subsidiaries’ taxable income, including Bluegreen. As such, a full valuation allowance has been established for these carryforwards. In addition, as a result of the Company’s merger with Woodbridge in September 2009, the Company experienced a “change of ownership” as that term is defined in the Internal Revenue Code. This change of ownership resulted in a significant limitation on the amount of the Company’s pre-merger NOLs that can be utilized by the Company annually (the “Section 382 limitation”). The federal and Florida annual limit is approximately $ 788,000 and $ 513,000 , respectively. As a result, the amounts in the table represent the NOLs that more likely than not can be utilized before expiration. Other The Coronavirus Aid, Relief, and Economic Securities Act (“CARES Act”) was signed into law on March 27, 2020 in response to the COVID-19 pandemic. The Company has taken advantage of the deferral of the employer portion of the tax withholding amounts and the employee retention tax credits provided for in the CARES Act. During the year ended December 31, 2021, the Company recorded a tax withholding deferral of $ 4.3 million. The remaining tax withholding liability deferred under the CARES Act was repaid during 2022. The Company also recorded employee retention tax credits of $ 7.1 million, which is included in selling, general and administrative expenses in its consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2020. The Company evaluates its tax positions based upon guidelines of ASC 740, which clarifies the accounting for uncertainty in tax positions. Based on an evaluation of uncertain tax provisions, the Company is required to measure tax benefits based on the largest amount of benefit that is greater than 50% likely of being realized upon settlement. There were no unrecognized tax benefits at December 31, 2022, 2021 or 2020, and as of December 31, 2022, the Company did no t recognize any interest or penalties related to ASC 740-10. The Company is no longer subject to federal or Florida income tax examinations by tax authorities for tax years before 2018. Several of the Company’s subsidiaries are no longer subject to income tax examinations in certain state, local, and non-U.S. jurisdictions for tax years before 2018. Certain of the Company’s state income tax filings are under routine examination. While there is no assurance as to the results of these audits, the Company does not currently anticipate any material adjustments in connection with these examinations. |
Equity
Equity | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Equity | 14. Equity Common Stock The Company’s Articles of Incorporation authorize the Company to issue both Class A Common Stock, par value $ 0.01 per share, and Class B Common Stock, par value $ 0.01 per share. Under Florida law and the Company’s Articles of Incorporation, holders of Class A Common Stock and Class B Common Stock vote together as a single class on most matters presented to a vote of the Company’s shareholders. On such matters, holders of Class A Common Stock are entitled to one vote for each share held, with all holders of Class A Common Stock possessing in the aggregate 22 % of the total voting power, while holders of Class B Common Stock possess the remaining 78 % of the total voting power. If the number of shares of Class B Common Stock outstanding decreases to 360,000 shares, the Class A Common Stock’s aggregate voting power will increase to 40 %, and the Class B Common Stock will have the remaining 60 %. If the number of shares of Class B Common Stock outstanding decreases to 280,000 shares, the Class A Common Stock’s aggregate voting power will increase to 53 %, and the Class B Common Stock will have the remaining 47 %. These relative voting percentages will remain fixed unless the number of shares of Class B Common Stock outstanding decreases to 100,000 shares or less, at which time the fixed voting percentages will be eliminated, and holders of Class A Common Stock and holders of Class B Common Stock would then each be entitled to one vote per share held. Each share of Class B Common Stock is convertible into one share of Class A Common Stock at any time at the option of the holder. The percentage of total votes held by the Company’s Class A and Class B Common Stock was 78 % and 22 %, respectively, at December 31, 2022. Other than as described above, rights of Class A and Class B Common stock participate equally in terms of dividends, liquidations, preference and all other rights and features. Share Repurchase Program In August 2021, the Company’s board of directors approved a share repurchase program which authorizes the repurchase of the Company’s Class A Common Stock and Class B Common Stock at an aggregate cost of up to $ 40.0 million. In March 2022, the Company’s board of directors approved a $ 50.0 million increase in the aggregate cost of the Company’s Class A Common Stock and Class B Common Stock that may be repurchased under the share repurchase program. The Company repurchased and retired 1,911,980 shares of Class A Common Stock under the share repurchase program during the year ended December 31, 2022 for an aggregate purchase price of $ 54.4 million. The Company repurchased and retired 1,182,339 shares of Class A Common Stock and 18,996 shares of Class B Common Stock under the share repurchase program during the year ended December 31, 2021 for an aggregate purchase price of $ 27.3 million. The excess of cost over par value of the repurchased shares is recorded to additional paid in capital. As of December 31, 2022, $ 8.3 million remained available for the repurchase of shares under the Company’s share repurchase program. Cash Tender Offer In December 2022, the Company completed a cash tender offer pursuant to which it purchased and retired 3,040,882 shares of its Class A Common Stock at a purchase price of $ 25.00 per share, or an aggregate purchase price of $ 76.0 million, excluding fees and expenses related to the tender offer. These shares were repurchased outside of the Company’s share repurchase program. Restricted Stock and Stock Option Plans At the Company’s Annual Meeting of Shareholders held on July 21, 2021, the Company’s shareholders approved the Bluegreen Vacations Holding Corporation 2021 Incentive Plan (the “2021 Plan”), which allows for the issuance of up to 2,000,000 shares of the Company’s Class A Common Stock pursuant to restricted stock awards and options which may be granted under the 2021 Plan. The 2021 Plan also permits for the grant of performance-based cash awards. As of December 31,2022, 913,974 restricted shares of the Company’s Class A Common Stock have been granted to certain executive officers and employees under the 2021 Plan, of which 7,969 shares were forfeited during 2021 and 16,678 were forfeited during 2022. As of December 31, 2022, 1,110,673 shares of Class A Common Stock remained available for grant under the 2021 Plan. In contemplation of the spin-off of BBX Capital, the Company’s Compensation Committee approved the acceleration of vesting of 488,503 and 528,484 shares of unvested restricted Class A and Class B Common Stock awards, respectively, that were previously granted by the Company under the Company’s Amended and Restated 2014 Incentive Plan (the “2014 Plan”), all of which were held by its executive officers. In connection with such vesting acceleration in August 2020, the Company recognized compensation expense during 2020 of approximately $ 19.8 million (which represented the unrecognized compensation expenses associated with the restricted stock awards as of June 30, 2020). The fair value of the restricted stock awards that vested were $ 16.7 million based on the fair value of the Company’s common stock on the vesting date. There were no restricted stock awards or stock options outstanding as of December 31, 2020. The 2014 Plan was terminated during 2021 when the 2021 Plan was approved. No further awards will be granted under the 2014 Plan and all awards previously granted under the 2014 Plan have vested. Restricted Stock Activity The Company accounts for compensation cost for unvested time-based service condition restricted stock awards based on the fair value of the award on the measurement date, which is generally the grant date. The cost is recognized on a straight-line basis over the requisite service period of the award, with forfeitures recognized as incurred. The table below sets forth information regarding the Company’s unvested restricted stock award activity for the years ended December 31, 2022 and 2021: As of December 31, 2022 2021 Weighted Weighted Unvested Average Unvested Average Restricted Grant Date Restricted Grant Date Stock Fair Value Stock Fair Value Unvested balance outstanding, beginning of period 460,470 $ 20.72 - $ - Granted 445,535 23.34 468,439 20.72 Vested - - - - Forfeited ( 16,678 ) 19.36 ( 7,969 ) 20.72 Unvested balance outstanding, end of period 889,327 $ 22.06 460,470 $ 20.72 Available for grant 1,110,673 1,539,530 The table below sets forth information regarding the restricted stock awards granted during the years ended December 31, 2022, 2021 and 2020: Per Share Number of Weighted Average Requisite Plan Name Grant Date Awards Granted Grant Date Fair Value Service Period Vesting Date 2014 Incentive Plan 1/21/2020 488,503 20.95 4 years Annually each October 2021 Incentive Plan 6/3/2021 468,439 20.72 4 years; 10 years (1) 2021 Incentive Plan 1/19/2022 208,035 29.80 4 years (2) 2021 Incentive Plan 10/19/2022 237,500 17.69 5 years Cliff vest October 2027 (1) 275,939 of the shares granted are scheduled to cliff vest in June 2025 and 192,500 of the shares granted are scheduled to cliff vest in June 2031, in each case subject to the terms and conditions of the 2021 Plan and the applicable award agreement. (2) 154,679 of the shares granted are scheduled to vest ratably in annual installments over 4 years and 53,356 of the shares granted are scheduled to cliff vest in January 2026, in each case subject to the terms and conditions of the 2021 Plan and the applicable award agreement. The fair value of the Company’s restricted stock awards that vested during the year ended December 31, 2020 was $ 16.7 million based on the fair value of its common stock on the applicable vesting dates. The aggregate grant date fair value of the awards granted in October 2022, January 2022 and June 2021 was $ 4.2 million, $ 6.2 million and $ 9.7 million, respectively. As of December 31, 2022, there was $ 15.2 million of unrecognized share-based compensation with a remaining weighted average amortization period of 4.54 years. T he Company recognized restricted stock compensation expense included in selling general and administrative expenses in the Company’s consolidated statements of operations and comprehensive income (loss) related to its restricted stock awards of approximately $ 3.4 million, $ 1.0 million, and $ 25.4 million during the years ended December 31, 2022, 2021, and 2020, respectively. No tax benefits were recognized on restricted stock compensation expense for these awards. See Note 21, Subsequent Events, for information regarding restricted stock awards granted by the Company during January 2023 . |
Employee Benefit Plans And Ince
Employee Benefit Plans And Incentive Compensation Programs | 12 Months Ended |
Dec. 31, 2022 | |
Employee Benefit Plans And Incentive Compensation Programs [Abstract] | |
Employee Benefit Plans And Incentive Compensation Programs | 15. Employee Benefit Plans and Incentive Compensation Programs The Company’s Employee Retirement Plans are Internal Revenue Code Section 401(k) Retirement Savings Plans. Generally, all U.S.-based employees at least 18 years of age with at least three months of employment are eligible to participate in the Company’s 401(k) plans. The Company’s 401(k) plan provides for an annual employer matching contribution equal to 100 % of each participant’s contributions not exceeding 3 % of each participant’s compensation, plus 50 % of the participant’s contributions in excess of 3 % but not in excess of 5 % of the participant’s compensation. Further, the Company may make additional discretionary matching contributions to its plan not to exceed 4 % of each participant’s compensation. For the years ended December 31, 2022, 2021 and 2020, the Company recorded expense for contributions to the 401(k) plan totaling $ 7.7 million, $ 6.7 million and $ 5.7 million, respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 16. Related Party Transactions The Company may be deemed to be controlled by Alan B. Levan, Chairman, Chief Executive Officer and President of the Company, John E. Abdo, Vice Chairman of the Company, Jarett S. Levan, a director of the Company and son of Mr. Alan Levan, and Seth M. Wise, a director of the Company. Together, they may be deemed to beneficially own shares of the Company’s Class A Common Stock and Class B Common Stock representing approximately 81 % of the Company’s total voting power. Further, in connection with the spin-off of BBX Capital during September 2020, Mr. Jarett Levan became the Chief Executive Officer and President and a director of BBX Capital, Mr. Alan Levan became the Chairman of the Board of BBX Capital, Mr. John E. Abdo became Vice Chairman of BBX Capital and Seth M. Wise became Executive Vice President and director of BBX Capital. Mr. Alan Levan, Mr. Abdo, Mr. Jarett Levan and Mr. Wise may also be deemed to control BBX Capital through their ownership of BBX Capital’s Class A Common Stock and Class B Common Stock. Mr. Alan Levan and Mr. Abdo also receive compensation from BBX Capital. See “Our Business” under Note 1 above for information regarding the statutory short-form merger effected on May 5, 2021, pursuant to which the Company acquired all of the approximately 7 % of the outstanding shares of Bluegreen’s common stock that the Company did not previously own and Bluegreen became a wholly owned subsidiary of the Company . The Company reimburses BBX Capital for advisory, risk management, administrative and other services. The Company reimbursed BBX Capital $ 2.0 million, $ 1.2 million, and $ 1.5 million during the years ended December 31, 2022, 2021, and 2020, respectively, for such services. Further, BBX Capital reimbursed the Company $ 0.1 million and $ 0.3 million during the years ended December 31, 2021 and 2020, respectively, with no such reimbursements during the year ended December 31, 2022. The Company had $ 0.2 million and $ 0.1 million in accrued expenses as of December 31, 2022, and 2021, respectively, for the services described above. During the years ended December 31, 2022, 2021 and 2020, the Company paid the Abdo Companies, Inc. $ 153,000 , $ 153,000 , and $ 230,000 , respectively, for certain management services. John E. Abdo, the Company’s Vice Chairman, is the principal shareholder and Chief Executive Officer of Abdo Companies, Inc. In April 2015, pursuant to a Loan Agreement and Promissory Note, a wholly-owned subsidiary of Bluegreen provided an $ 80.0 million loan to BVH. Amounts outstanding bore interest at a rate of 6 % per annum until April 17, 2020, at which time the interest rate was decreased to 4 % per annum. Interest only payments were required on a quarterly basis, with all outstanding months becoming due and payable at maturity. In March 2020, the Loan Agreement and Promissory Note was amended to extend the maturity date from April 17, 2020 to April 17, 2021. During the year ended December 31, 2020, BVH recognized $ 2.5 million of interest expense on the loan from Bluegreen. The loan balance and related interest expense were eliminated in consolidation in the Company’s consolidated financial statements. During August 2020, Bluegreen paid a special cash dividend of $ 1.19 per share on its common stock. BVH utilized its proceeds from the special cash dividend to repay the loan in full. In connection with its spin-off of BBX Capital during September 2020, the Company issued a $ 75.0 million note payable to BBX Capital (of which $ 50.0 million remained outstanding at December 31, 2022 and 2021). See Note 10 for a description of the of terms of BVH’s note payable to BBX Capital. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | 17. 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. The Company reports its results through two reportable segments: (1) Sales of VOIs and Financing, and (ii) Resort Operations and Club Management. The Sales of VOIs and Financing segment includes the Company’s marketing and sales activities related to the VOIs that are owned by the Company, VOIs acquired under just-in-time and secondary market inventory arrangements, or sales of VOIs through fee-for-service arrangements with third-party developers, as well as consumer financing activities in connection with sales of VOIs owned by the Company, and title services operations. The Resort Operations and Club Management segment includes management services activities for the Vacation Club and for a majority of the HOAs of the resorts within the Vacation Club. The Company also provides reservation services, services to owners and billing and collections services to the Vacation Club and certain HOAs. Additionally, this segment includes revenue from the Traveler Plus program, food and beverage and other retail operations, rental services activities, and management of construction activities for certain fee-based developer clients. The information provided for segment reporting is obtained from internal reports utilized by management. The CODM primarily uses adjusted earnings, or net income, before taking into account income taxes, interest income (excluding interest earned on VOI notes receivable), interest expense (excluding interest expense incurred on debt secured by VOI notes receivable), and depreciation and amortization (“ Adjusted EBITDA”) to evaluate the reporting segments’ performance. See Management’s Discussion and Analysis of Financial Condition and Results of Operations for information regarding Adjusted EBITDA, including the definition of Adjusted EBITDA. The presentation and allocation of results of operations may not reflect the actual economic costs of the segments as standalone businesses. Due to the nature of the Company’s 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 impacted. The table below sets forth the Company’s revenue for its reportable segments for the years ended December 31 2022, 2021 and 2020 (in thousands): Year Ended December 31, Revenues: 2022 2021 2020 Sales of VOIs and financing $ 724,748 $ 580,619 $ 354,941 Resort operations and club management 118,248 111,251 104,255 Cost reimbursements (1) 77,394 69,066 64,305 Total segment revenues 920,390 760,936 523,501 Corporate and other 3,724 1,401 4,530 Eliminations ( 4,685 ) ( 5,224 ) ( 8,560 ) Total revenues $ 919,429 $ 757,113 $ 519,471 (1) Cost reimbursement revenue and expense net to zero and are excluded from the computation of adjusted EBITDA below. The table below sets forth the Company’s Adjusted EBITDA for its reportable segments reconciled to net income (loss) for the years ended December 31, 2022, 2021, and 2020 (in thousands) : Year Ended December 31, 2022 2021 2020 Net income (loss) attributable to shareholders $ 64,385 $ 58,730 $ ( 80,529 ) Non-controlling interests 16,866 14,102 3,364 Discontinued operations, net of taxes - ( 900 ) 32,759 Net income (loss) from continuing operations 81,251 71,932 ( 44,406 ) Add: Depreciation and amortization 7,949 6,726 6,648 Less: Interest income (other than interest earned on VOI notes receivable) ( 1,710 ) ( 368 ) ( 4,367 ) Add: Interest expense - corporate 25,042 19,842 22,369 Add: Provision (benefit) for income taxes 26,187 26,664 ( 2,368 ) Loss on asset held for sale 275 220 972 Add: Severance and other 1,600 2,403 5,814 Add: Retail marketing reorganization 5,040 - - Add: General and administrative (1) 99,505 90,606 127,475 Add: Other (income) expense, net ( 2,014 ) ( 1,033 ) 207 Segment Adjusted EBITDA (2) 243,125 216,992 112,344 Sales of VOIs and financing 159,304 138,078 46,909 Resort operations and club management 83,821 78,914 65,435 Segment Adjusted EBITDA (2) $ 243,125 $ 216,992 $ 112,344 (1) Included in general and administrative expenses for the years ended December 31, 2022, 2021, and 2020 is $ 3.4 million, $ 1.0 million, and $ 25.4 million, respectively, of share-based compensation . (2) See Management’s Discussion and Analysis of Financial Condition and Results of Operations for information regarding Adjusted EBITDA, including the definition of Adjusted EBITDA. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2022 | |
Earnings (Loss) Per Share [Abstract] | |
Earnings (Loss) Per Share | 18. Earnings (Loss) Per Share The following table presents the calculation of the Company’s basic and diluted earnings per share (“EPS”): For The Years Ended December 31, (in thousands, except per share amounts) 2022 2021 2020 Numerator: Income (loss) from continuing operations $ 81,251 $ 71,932 $ ( 44,406 ) Less: net income attributable to noncontrolling interests - continuing operations 16,866 14,102 8,186 Income (loss) from continuing operations available to shareholders before discontinued operations $ 64,385 $ 57,830 $ ( 52,592 ) Discontinued operations Discontinued operations — 900 ( 32,759 ) Less: loss attributable to noncontrolling interests - discontinued operations — — ( 4,822 ) Income (loss) from discontinued operations available to shareholders — 900 ( 27,937 ) Net income (loss) attributable to shareholders $ 64,385 $ 58,730 $ ( 80,529 ) Denominator: Basic - weighted average number of common share outstanding 19,720 20,735 18,661 Basic - weighted average number of common share outstanding 19,720 20,735 18,661 Dilutive effect of restricted stock awards 168 24 — Diluted weighted average number of common shares outstanding 19,888 20,759 18,661 Basic EPS: Continuing operations $ 3.26 $ 2.79 $ ( 2.82 ) Discontinued operations — 0.04 ( 1.50 ) Basic EPS: $ 3.26 $ 2.83 $ ( 4.32 ) Diluted EPS: Continuing operations $ 3.24 $ 2.79 $ ( 2.82 ) Discontinued operations - 0.04 ( 1.50 ) Diluted EPS: $ 3.24 $ 2.83 $ ( 4.32 ) During the years ended December 31, 2022 and 2021, 168,000 and 24,000 , respectively, of weighted average shares of unvested restricted stock awards outstanding were included in the computation of diluted earnings per share as the shares were dilutive. Additionally, shares of Class A Common Stock and Class B Common Stock are both entitled to participate in cash distributions in the same manner. |
Discontinued Operations
Discontinued Operations | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations [Abstract] | |
Discontinued Operations | 19. Discontinued Operations As previously described, on September 30, 2020, the Company completed the spin-off its formerly wholly owned subsidiary, BBX Capital. The Company continues to hold its investment in Bluegreen. BBX Capital, which became a separate public company as a result of the spin-off, holds all of the other businesses and investments previously owned by the Company, including BBX Capital Real Estate, BBX Sweet Holdings, and Renin. The Company no longer holds any interest in BBX Capital. As such, BBX Capital and its subsidiaries’ operations are presented as discontinued operations in the Company’s financial statements. As of December 31, 2022 and 2021, there were no carrying amounts of major classes of assets and liabilities included as part of discontinued operations. The major components of loss from discontinued operations are as follows (in thousands): For the Year Ended December 31, 2022 2021 2020 Revenues: Trade sales $ — $ — $ 99,628 Sales of real estate inventory — — 14,248 Interest income — — 586 Net gains on sales of real estate assets — — 130 Other revenue — — 2,398 Total revenues — — 116,990 Costs and Expenses: Cost of trade sales — — 80,154 Cost of real estate inventory sold — — 9,473 Interest expense — — — Recoveries from loan losses, net — — ( 5,844 ) Impairment losses — — 31,588 Selling, general and administrative expenses — — 40,342 Total costs and expenses — — 155,713 Equity in net earnings of unconsolidated real estate joint ventures — — 50 Foreign exchanges gain — — 214 Loss on the deconsolidation of IT'SUGAR, LLC — — ( 3,326 ) Other income — — 192 Loss from discontinued operations before income taxes $ — $ — $ ( 41,593 ) The major components of the statement of cash flows from discontinued operations are as follows (in thousands): For the Year Ended December 31, 2022 2021 2020 Operating activities: Net loss $ — $ — $ ( 32,759 ) Adjustment to reconcile net (loss) income to net cash (used in) provided by operating activities: Recoveries from loan losses, net — — ( 5,844 ) Depreciation, amortization and accretion, net — — 5,468 Net gains on sales of real estate and property and equipment — — ( 130 ) Equity earnings of unconsolidated real estate joint ventures — — ( 49 ) Return on investment in unconsolidated real estate joint ventures — — 3,933 Loss from the deconsolidation of IT'SUGAR, LLC — — 3,326 Increase in deferred income tax asset — — ( 8,834 ) Impairment losses — — 31,588 Increase in trade inventory — — ( 279 ) Increase in trade receivables — — ( 2,336 ) Decrease in real estate inventory — — 925 Net change in operating lease assets and liabilities — — ( 964 ) Increase in other assets — — ( 1,388 ) Increase in other liabilities — — 6,512 Net cash used in operating activities $ — $ — $ ( 831 ) Investing activities: Return of investment in unconsolidated real estate joint ventures — — 4,631 Investments in unconsolidated real estate joint ventures — — ( 14,009 ) Proceeds from repayment of loans receivable — — 5,960 Proceeds from sales of real estate — — 2,151 Additions to real estate — — ( 70 ) Purchases of property and equipment — — ( 4,032 ) Decrease in cash from other investing activities — — ( 1,065 ) Net cash used in investing activities $ — $ — $ ( 6,434 ) Supplementary disclosure of non-cash investing and financing activities: Increase in other assets upon issuance of Community Development District Bonds — — 827 Assumption of Community Development District Bonds by homebuilders — — 3,837 |
Noncontrolling Interests
Noncontrolling Interests | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interests [Abstract] | |
Noncontrolling Interests | 20. Noncontrolling Interests As of December 31, 2022 and 2021, noncontrolling interests in the Company’s consolidated balance sheets consisted of Bluegreen’s 51 % equity interest in Bluegreen / Big Cedar Vacations, LLC, a joint venture in which Bluegreen is deemed to hold a controlling financial interest based on Bluegreen’s 51 % equity interest, Bluegreen’s active role as the day-to day manager of its activities, and Bluegreen’s majority voting control of its management committee. In addition, prior to May 5, 2021, BVH owned approximately 93 % of Bluegreen’s common stock. As described in greater detail under “Our Business” in Note 1 above, on May 5, 2021, BVH acquired all of the approximately 7 % of the outstanding shares of Bluegreen’s common stock that the Company did not previously own pursuant to a statutory short-form merger. Income attributable to noncontrolling interests from continuing operations consisted of the following (in thousands): For the Years Ended December 31, 2022 2021 2020 Bluegreen (1) $ — $ 861 $ 794 Bluegreen/Big Cedar Vacations (2) 16,866 13,241 7,392 Net income attributable to noncontrolling interest - continuing operations $ 16,866 $ 14,102 $ 8,186 (1) Prior to May 5, 2021, BVH owned approximately 93 % of Bluegreen’s outstanding common stock. As a result of the merger effected on May 5, 2021, Bluegreen is now a wholly owned subsidiary of BVH. (2) Bluegreen owns 51 % of Bluegreen/Big Cedar Vacations. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 21. Subsequent Events On February 15, 2023 , the Company’s board of directors declared a quarterly cash dividend of $ 0.20 per share on its Class A and Class B Common Stock, which totaled $ 3.2 million in the aggregate and is payable on March 20, 2023 to shareholders of record as of the close of trading on March 6, 2023 . In addition, on January 18, 2023 , the Company granted 318,811 restricted shares of the Company’s Class A Common Stock to certain executive and non-executive employees under the Company’s 2021 Plan, of which 150,000 restricted shares are scheduled to cliff vest in January 2027 and 168,811 restricted shares are scheduled to vest ratably over 4 years in each case, subject to the terms and conditions of the 2021 Plan and the applicable award agreement . The aggregate fair value of the awards granted was $ 8.9 million. |
Basis Of Presentation And Rec_2
Basis Of Presentation And Recently Issued Accounting Pronouncements (Policy) | 12 Months Ended |
Dec. 31, 2022 | |
Basis Of Presentation And Recently Issued Accounting Pronouncements [Abstract] | |
Cash And Cash Equivalents | Cash and Cash Equivalents Cash in excess of the Company’s immediate operating requirements are generally invested in cash equivalents, such as short-term time deposits and money market instruments, with original maturities at the date of purchase of three months or less. Cash and cash equivalents are maintained at various financial institutions. These financial institutions are located throughout the United States and in Aruba. However, a significant portion of the Company’s unrestricted cash is maintained with a single bank and, accordingly, the Company is subject to credit risk. Periodic evaluations of the relative credit standing of financial institutions maintaining the Company’s deposits are performed to evaluate and, if necessary, take actions in an attempt to mitigate credit risk. |
Restricted Cash | Restricted Cash Restricted cash consists primarily of customer deposits held in escrow accounts and cash collected on pledged/secured notes receivable not yet remitted to lenders. |
Revenue Recognition | Revenue Recognition Sales of VOIs. Revenue is recognized for sales of VOIs after control of the VOI is deemed transferred to the customer, which is when the legal rescission period has expired on a binding executed VOI sales agreement and the collectability of the note receivable from the buyer, if any, is probable. Transfer of control of the VOI to the buyer is deemed to occur when the legal rescission period expires as the risk and rewards associated with VOI ownership are transferred to the buyer at that time. The Company records customer deposits from contracts within the legal rescission period in restricted cash and escrow deposits in its consolidated balance sheets as such amounts are refundable until the legal rescission period has expired. In cases where construction and development of developed resorts has not been completed, the Company defers all of the revenue and associated expenses for the sales of VOIs until construction is complete and the resort may be occupied. Our contracts with customers may include multiple performance obligations. For such arrangements, where applicable, we allocate revenue to each performance obligation based on its relative standalone selling price. The Company generally offers qualified purchasers financing for up to 90 % of the purchase price of VOIs. The typical financing provides for a term of ten years and a fixed interest rate, is fully amortizing in equal installments and may be prepaid without penalty. For sales of VOIs for which it provides financing, the Company reduces the transaction price for expected loan losses, which it considers to be variable consideration. The Company’s estimates of the variable consideration are based on the results of its static pool analysis, which relies on historical payment data for similar VOI notes receivable. Policies regarding the estimation of variable consideration on notes receivable are discussed in further detail under “Notes Receivable” below. VOI Sales where no financing was provided do not have any significant payment terms. Fee-based sales commission revenue. The Company enters into arrangements with third-party developers to sell VOIs through its sales and marketing platform for which it earns a commission. Commission revenue is recognized to the extent that , it is probable that a significant reversal of such revenue will not occur and the related consumer rescission period has expired. C ommission revenue is recognized as the third-party developer receives and consumes the benefits of these services. Other fee-based services revenue and cost reimbursements. Revenue in connection with other fee-based services (which are described below) is recognized as follows: Resort and club management revenue is recognized as services are rendered. These services provided to the resort HOAs are comprised of day-to-day services to operate the resort, including management, housekeeping, and maintenance, as well as certain accounting and administrative functions. Management services provided to the Vacation Club include managing the reservation system and providing owner, billing and collection services. Our management contracts are typically structured as cost-plus with an initial term of three years and automatic one year renewals. The Company believes these services to be a series of distinct goods and services to be accounted for as a single performance obligation over time and recognize revenue as the customer receives the benefits of its services. The Company allocates variable consideration to the distinct good or service within the series, such that revenue from management fees and cost reimbursements is recognized in each period as the uncertainty with respect to such variable consideration is resolved. Cost reimbursements are received for performing day to day management services, based on agreements with the HOAs. These costs primarily consist of payroll and payroll related costs for management of the HOAs and other services provided where we are the employer. Cost reimbursements are based upon actual expenses and are billed to the HOA on a monthly basis. The Company recognizes cost reimbursements when they incur the related reimbursable costs as the HOA receives and consumes the benefits of the management services. Resort title fee revenue is recognized when escrow amounts are released and title documents are completed. Rental revenue is recognized on a daily basis which is consistent with the period for which the customer benefits from such service. Mortgage servicing revenue is recognized as services are rendered. Fees received in advance are generally included in deferred income in the Company’s consolidated balance sheets until such time as the related service is rendered and revenue is recognized as stated above. Under timeshare accounting rules, rental operations, including accommodations provided through the use of the sampler program, are accounted for as incidental operations whereby incremental carrying costs in excess of incremental revenue are expensed as incurred. Revenue from the sampler program is deferred and recognized as guests complete stays at the resorts. During each of the years presented, the Company’s aggregate rental and sampler operating profit was less than the aggregate carrying cost of its VOI inventory. Accordingly, it recorded such profit as a reduction to the carrying cost of VOI inventory, which is included in cost of other fee-based services in the Company’s consolidated statements of operations and comprehensive income for each year. Interest Income. The Company provides financing for a significant portion of sales of its owned VOIs. It recognizes interest income from financing VOI sales on the accrual method as earned based on the outstanding principal balance, interest rate and terms stated in each individual financing agreement. See “Notes Receivable” below for further discussion of the policies applicable to VOI notes receivable. |
Notes Receivable | Notes Receivable The Company’s notes receivable are carried at amortized cost less an allowance for loan losses. Interest income is suspended, and previously accrued but unpaid interest income is reversed, on all delinquent notes receivable when principal or interest payments are more than 90 days contractually past due and not resumed until such loans are less than 90 days past due. As of December 31, 2022 and 2021, $ 24.2 million and $ 16.3 million, respectively, of VOI notes receivable were more than 90 days past due, and accordingly, consistent with the Company’s policy, were not accruing interest income. After approximately 127 days, VOI notes receivable are generally written off against the allowance for loan loss. To the extent the Company determines that it is probable that a significant reversal of cumulative revenue recognized may occur, it records an estimate of variable consideration as a reduction to the transaction price of the sales of VOIs until the uncertainty associated with the variable consideration is resolved. Variable consideration which has not been included within transaction price is presented as an allowance for loan loss. Estimates of the variable consideration are based on the results of its static pool analysis, which relies on historical payment data for similar VOI notes receivable and tracks uncollectibles for each period’s sales over the entire life of the notes. The Company also considers whether historical economic conditions are comparable to then current economic conditions, as well as variations in underwriting standards. Revisions to estimate of variable consideration from the sale of VOIs impacts the loan loss reserve and can increase or decrease revenue. The Company reviews its estimate of variable consideration on at least a quarterly basis. Loan origination costs are deferred and recognized over the life of the related notes receivable. |
VOI Inventory | VOI Inventory VOI inventory consists of completed VOIs, VOIs under construction and land held for future VOI development. Completed VOI inventory is carried at the lower of (i) cost, including costs of improvements and amenities incurred subsequent to acquisition, capitalized interest, real estate taxes and other costs incurred during construction, or (ii) estimated fair market value, less costs to sell. VOI inventory and cost of sales are accounted for under timeshare accounting rules, which require the use of a specific method of the relative sales value method for relieving VOI inventory and recording cost of sales. Under the relative sales value method required by timeshare accounting rules, cost of sales is calculated as a percentage of net sales using a cost-of-sales percentage - the ratio of total estimated development costs to total estimated VOI revenue, including the estimated incremental revenue from the resale of VOI inventory repossessed, generally as a result of the default of the related note receivable. In addition, pursuant to timeshare accounting rules, the Company does not relieve inventory for VOI cost of sales related to anticipated loan losses. Accordingly, no adjustment is made when inventory is reacquired upon default of the related receivable. Changes in estimates within the relative sales value calculation are accounted for as VOI inventory true-ups and are included in Cost of VOI sales in the Company’s consolidated statements of operations and comprehensive income (loss) to retrospectively adjust the margin previously recognized subject to those estimates. |
Property and Equipment | Property and Equipment Property and equipment is recorded at acquisition cost. The Company records depreciation and amortization in a manner that recognizes the cost of its depreciable assets over their estimated useful lives using the straight-line method. Leasehold improvements are amortized over the shorter of the terms of the underlying leases or the estimated useful lives of the improvements. The Company capitalizes the costs of software developed for internal use in accordance with the guidance for accounting for costs of computer software developed or obtained for internal use. Capitalization of software developed for internal use commences during the development phase of the project and ends when the asset is ready for its intended use. Software developed or obtained for internal use is generally amortized on a straight-line basis over 3 to 5 years and included within property and equipment on the Company’s consolidated balance sheet. Capitalized costs of software developed for internal use for the years ended December 31, 2022, 2021, and 2020 were $ 2.0 million, $ 3.0 million, and $ 3.5 million, respectively. Costs of internal development time and the costs of software under cloud computing arrangements that are service contracts are capitalized and included in prepaid expenses on the Company’s consolidated balance sheet. Costs of these service contracts are amortized over the life of the contract and included in selling, general and administrative expenses in the Company’s consolidated statement of operations and comprehensive income (loss). Unamortized capital costs of software service contracts totaled $ 1.0 million and $ 1.4 million as of December 31, 2022 and 2021, respectively. Amortization expense from these service contracts for both the years ended December 31, 2022 and 2021 was $ 0.5 million and $ 0.4 million, respectively . |
Intangible Assets | Intangible Assets Intangible assets consist primarily of indefinite-lived management contracts recognized upon the consolidation of Bluegreen in November 2009 upon the acquisition of a controlling interest in Bluegreen at that time. M anagement contracts are reviewed for impairment when events or changes in circumstances indicate that the related carrying amounts may not be recoverable. The Company did not record any impairment charges during the years ended December 31, 2022, 2021 or 2020. |
Impairment Of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates the recoverability of the carrying amounts of its long-lived assets under the guidelines of ASC 360 , Property, Plant and Equipment (“ASC 360”), which provides guidance relating to the accounting for the impairment or disposal of long-lived assets. The Company reviews the carrying amounts of the Company’s long-lived assets for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company assesses impairment by comparing the undiscounted cash flows of the assets to their carrying amounts. If estimated cash flows are insufficient to recover the investment, an impairment loss is recognized to write-down the carrying value of the asset to the estimated fair value. |
Deferred Financing Costs | Deferred Financing Costs Deferred financing costs are comprised of costs incurred in connection with obtaining financing from third-party lenders and are presented in the consolidated balance sheets as other assets or as a direct deduction from the carrying value of the associated debt liability. These costs are capitalized and amortized using the effective yield method to interest expense over the terms of the related financing arrangements. As of December 31, 2022 and 2021, unamortized deferred financing costs totaled $ 13.3 million and $ 10.7 million, respectively. Interest expense from the amortization of deferred financing costs for the years ended December 31, 2022, 2021, and 2020 was $ 3.1 million, $ 3.3 million and $ 3.5 million, respectively. |
Advertising Expense | Advertising Expense The Company expenses advertising costs, which are primarily marketing costs, as incurred. Advertising expense was $ 195.0 million, $ 151.5 million and $ 97.0 million for the years ended December 31, 2022, 2021 and 2020, respectively, and is included in selling, general and administrative expenses in the accompanying consolidated statements of operations and comprehensive income (loss). Bluegreen has entered into marketing arrangements with various third parties. Bluegreen has an exclusive marketing agreement through 2024 with Bass Pro that provides the Company with the right to market and sell vacation packages at kiosks in each of Bass Pro’s retail locations and through other means. For the years ended December 31, 2022, 2021, and 2020, sales of VOIs to prospects and leads generated by Bluegreen’s marketing agreement with Bass Pro accounted for approximately 17 % , 19 % and 12 %, respectively, of total VOI sales volume. There can be no guarantee that Bluegreen will be able to maintain this agreement in accordance with its terms or extend or renew this agreement on similar terms, or at all. See Note 12: Commitments and Contingencies for a description of the revised terms of Bluegreen’s marketing agreement with Bass Pro. |
Income Taxes | Income Taxes Income tax expense is recognized at applicable U.S. tax rates. Certain revenue and expense items may be recognized in one period for financial statement purposes and in a different period for income tax purposes. The tax effects of such differences are reported as deferred income taxes. Valuation allowances are recorded in periods in which it is determined that the realization of deferred tax assets does not meet the more likely than not recognition threshold. |
Noncontrolling Interests | Noncontrolling Interests Noncontrolling interests reflect third parties’ ownership interests in entities that are consolidated in the Company’s financial statements but are less than 100% owned by the Company. Noncontrolling interests are recognized as equity in the Company’s consolidated balance sheet and presented separately from the equity attributable to its shareholders . The amounts of consolidated net income and comprehensive income attributable to the Company’s shareholders and noncontrolling interests are separately presented in the Company’s consolidated statements of operations and comprehensive income (loss). |
Earnings Per Share | Earnings Per Share Basic earnings per share (“EPS”) is calculated by dividing the earnings available to common shareholders by the weighted average number of Class A and Class B common shares outstanding for the period. Diluted earnings per share is computed in the same manner as basic earnings per share but also reflects potential dilution that could occur if restricted stock awards issued by the Company were vested. Restricted stock awards, if dilutive, are considered in the weighted average number of dilutive common shares outstanding. |
Stock-Based Compensation | Stock-Based Compensation Compensation cost for unvested restricted stock awards is based on the fair value of the award on the measurement date, which is generally the grant date, and is recognized on a straight-line basis over the requisite service period of the award, which is generally four to ten years for unvested restricted stock awards with forfeitures recognized as incurred. The fair value of unvested restricted stock awards is generally determined based on the market price of the Company’s common stock on the grant date. |
Accounting Standards Not Yet Adopted | Accounting Standards Not Yet Adopted The FASB has issued the following accounting pronouncement and guidance relevant to the Company’s operations which had not yet been adopted as of December 31, 2022: In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effect of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”), which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of LIBOR in response to the Financial Conduct Authority (the regulatory authority over LIBOR) plan for a phase out of regulatory oversight of LIBOR interest rate indices after 2021 to allow for an orderly transition to an alternate reference rate. The Alternative Reference Rates Committee (“ARRC”) has proposed that the Secured Overnight Financing Rate (“SOFR”) is the rate that represents best practice as the alternative to LIBOR for promissory notes or other contracts that are currently indexed to LIBOR. The ARRC has proposed a market transition plan to SOFR from LIBOR and organizations are currently working on transition plans as it relates to derivatives and cash markets indexed to LIBOR. Although the Company’s VOIs notes receivable from its borrowers are not indexed to LIBOR, as of December 31, 2022, the Company had $ 170.9 million of LIBOR indexed junior subordinated debentures and $ 30.9 million of LIBOR indexed receivable-backed notes payable. The Company expects that replacements for LIBOR will be determined as the Company renews or amends its existing debt instruments. The Company will continue to evaluate the adoption of the optional expedients and exceptions provided as circumstances evolve. |
Revenue From Contracts With C_2
Revenue From Contracts With Customers (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Revenue From Contracts With Customers [Abstract] | |
Revenue Disaggregation | : For the Years Ended December 31, 2022 2021 2020 Sales of VOIs (1) $ 535,725 $ 353,768 $ 173,997 Fee-based sales commission revenue (1) 72,647 128,321 89,965 Resort and club management revenue (2) 108,892 103,214 98,233 Cost reimbursements (2) 77,394 69,066 64,305 Administrative fees and other (1) 13,662 12,203 7,568 Other revenue (2) 9,356 8,037 6,022 Revenue from customers 817,676 674,609 440,090 Interest income (3) 99,739 81,691 79,381 Other income, net 2,014 813 — Total revenue $ 919,429 $ 757,113 $ 519,471 (1) Included in the Company’s sales of VOIs and financing segment described in Note 17. (2) Included in the Company’s resort operations and club management segment described in Note 17. (3) Interest income of $ 98.0 million, $ 81.3 million, and $ 77.5 million is included in the Company’s sales of VOIs and financing segment described in Note 17 for 2022, 2021, and 2020 respectively. |
Company’s Contract Liabilities | As of December 31, 2022 2021 Point incentives $ 3,944 $ 2,676 Owner programs 2,149 2,159 Deferred Revenue vacation packages 1,136 1,274 $ 7,229 $ 6,109 |
Notes Receivable (Tables)
Notes Receivable (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Receivable [Abstract] | |
Information Relating To Bluegreen's Notes Receivable | As of December 31, 2022 2021 Notes receivable secured by VOIs: VOI notes receivable - non-securitized $ 279,888 $ 275,163 VOI notes receivable - securitized 483,913 334,266 Gross VOI notes receivable 763,801 609,429 Allowance for loan losses - non-securitized ( 81,801 ) ( 77,714 ) Allowance for loan losses - securitized ( 129,510 ) ( 85,393 ) Allowance for loan losses ( 211,311 ) ( 163,107 ) VOI notes receivable, net $ 552,490 $ 446,322 Allowance as a % of Gross VOI notes receivable 28 % 27 % |
Future Conctractual Principal Payments Of Notes Receivables | 2023 $ 77,248 2024 75,853 2025 80,781 2026 83,319 2027 85,842 Thereafter 360,758 Total $ 763,801 |
Activity In The Allowance For Loan Losses | For the Year Ended December 31, 2022 2021 Balance, beginning of period $ 163,107 $ 142,044 Provision for loan losses 100,431 72,788 Less: Write-offs of uncollectible receivables ( 52,227 ) ( 51,725 ) Balance, end of period $ 211,311 $ 163,107 |
Financing Receivable Credit Quality Indicators And Past Due By Year Of Origination | Year of Origination 2022 2021 2020 2019 2018 2017 and Prior Total FICO Score of Borrower 701+ $ 208,052 $ 88,445 $ 34,927 $ 43,765 $ 28,001 $ 43,228 $ 446,418 601-700 111,796 63,483 25,003 25,613 18,609 35,890 280,394 <601 (1) 8,844 3,181 2,222 2,876 1,818 3,595 22,536 Other 663 3,501 1,352 2,579 2,504 3,854 14,453 Total $ 329,355 $ 158,610 $ 63,504 $ 74,833 $ 50,932 $ 86,567 $ 763,801 (1) Includes VOI notes receivable attributable to borrowers without a FICO score (who are primarily foreign borrowers) Additional information about the Company’s VOI notes receivable by year of origination is as follows as of December 31, 2021 (in thousands): Year of Origination 2021 2020 2019 2018 2017 2016 and Prior Total FICO Score of Borrower 701+ $ 129,960 $ 49,102 $ 60,037 $ 39,760 $ 26,711 $ 40,872 $ 346,442 601-700 82,664 34,185 34,072 25,732 18,132 37,777 232,562 <601 (1) 4,623 3,149 3,690 2,473 1,551 4,175 19,661 Other 2,279 996 1,201 1,876 1,429 2,983 10,764 Total $ 219,526 $ 87,432 $ 99,000 $ 69,841 $ 47,823 $ 85,807 $ 609,429 (1) Includes VOI notes receivable attributable to borrowers without a FICO score (who are primarily foreign borrowers). |
Percentage Of Gross Notes Receivable Outstanding By FICO Score At Origination | As of December 31, 2022 2021 FICO Score 701+ 59 % 58 % 601-700 38 39 <601 2 2 No Score (1) 1 1 Total 100 % 100 % (1) Includes VOI notes receivable attributable to borrowers without a FICO score (who are primarily foreign borrowers). |
Delinquency Status Of VOI Notes Receivable | As of December 31, 2022 2021 Current $ 721,736 $ 581,719 31-60 days 9,612 6,290 61-90 days 8,243 5,084 Over 91 days 24,210 16,336 Total $ 763,801 $ 609,429 |
Variable Interest Entities (Tab
Variable Interest Entities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Variable Interest Entities [Abstract] | |
Information Related To The Assets And Liabilities Of The VIEs | As of December 31, 2022 2021 Restricted cash $ 19,461 $ 15,956 Securitized notes receivable, net $ 354,403 $ 248,873 Receivable backed notes payable - non-recourse $ 440,781 $ 340,154 |
VOI Inventory (Tables)
VOI Inventory (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
VOI Inventory [Abstract] | |
Summary Of Inventory | As of December 31, 2022 2021 Completed VOI units $ 317,492 $ 255,223 Construction-in-progress 8,537 10,313 Real estate held for future development 63,835 69,069 $ 389,864 $ 334,605 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Leases [Abstract] | |
Schedule Of Lease Information | As of December 31, 2022 2021 Operating Lease Asset $ 22,963 $ 33,467 Operating Lease Liability 27,716 37,870 Weighted Average Lease Term (in years) (1) 2.42 3.3 Weighted Average Discount Rate (2) 3.76 % 3.43 % (1) The Company’s weighted average lease term excludes two real estate leases that expire in December 2034 and May 2056. (2) As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at commencement date in determining the present value of future lease payments. To estimate incremental borrowing rates, the Company considers various factors, including the rates applicable to the Company’s recently issued debt and credit facilities and prevailing financial market conditions. |
Schedule Of Lease Costs | For the years ended December 31, 2022 2021 Fixed rental costs $ 7,597 $ 7,834 Short-term lease costs 1,619 1,314 Variable lease costs 2,775 2,363 Total operating lease costs $ 11,991 $ 11,511 |
Schedule Of Maturity Of Operating Lease Liabilities | As of December 31, Operating Lease Liabilities 2023 $ 5,781 2024 3,388 2025 2,331 2026 1,967 2027 1,846 After 2027 21,977 Total lease payments $ 37,290 Less: Interest 9,574 Total operating lease liabilities $ 27,716 |
Property And Equipment (Tables)
Property And Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Property And Equipment [Abstract] | |
Summary Of Property And Equipment | As of December 31, Useful Lives 2022 2021 Land, buildings and building improvements 3 - 31 years 79,393 74,436 Computer hardware and software 1 - 5 years 71,551 67,937 Furniture, fixtures and equipment 3 - 14 years 22,817 21,816 Leasehold improvements 3 - 14 years 11,409 11,353 Transportation and equipment 5 years 669 680 185,839 176,222 Accumulated depreciation and amortization ( 99,924 ) ( 88,370 ) Total $ 85,915 $ 87,852 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Intangible Assets [Abstract] | |
Intangible Assets And Amortization Expense | As of December 31, Class 2022 2021 Intangible assets: Management agreements $ 61,708 $ 61,708 Accumulated amortization ( 415 ) ( 360 ) Total intangible assets $ 61,293 $ 61,348 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Debt [Abstract] | |
Contractual Minimum Principle Payments Of Debt Outstanding | Notes payable and other borrowings Note payable to BBX Capital, Inc. Recourse receivable- backed notes payable Non-recourse receivable- backed notes payable Junior subordinated debentures Total 2023 $ 16,000 $ — $ — $ — $ — $ 16,000 2024 25,000 — — — — 25,000 2025 25,000 50,000 4,630 — — 79,630 2026 8,500 — 17,778 104,953 — 131,231 2027 146,250 — 14,105 — — 160,355 Thereafter — — 10,101 315,186 170,897 496,184 Unamortized debt issuance costs ( 2,012 ) — — ( 5,131 ) ( 914 ) ( 8,057 ) Adjustment (1) — — ( 25,773 ) 25,773 — — Purchase accounting adjustment — — — — ( 33,972 ) ( 33,972 ) Total $ 218,738 $ 50,000 $ 20,841 $ 440,781 $ 136,011 $ 866,371 (1) Represents the non-recourse balances of the Liberty Bank Facility, NBA Receivables Facility, and the Pacific Western Facility as described below. |
Lines-Of-Credit And Notes Payable | As of December 31, 2022 2021 Balance Interest Rate Carrying Amount of Pledged Assets Balance Interest Rate Carrying Amount of Pledged Assets Panama City Beach Acquisition Loan $ 54,500 6.16 % $ 77,334 $ — — $ — Fifth Third Syndicated LOC 70,000 5.92 % 68,413 10,000 2.25 % 21,243 Fifth Third Syndicated Term 96,250 5.40 % 94,068 88,125 2.25 % 187,207 Unamortized debt issuance costs ( 2,012 ) — ( 1,000 ) — Total $ 218,738 $ 239,815 $ 97,125 $ 208,450 |
Receivable-Backed Notes Payable | As of December 31, 2022 2021 Debt Balance Interest Rate Principal Balance of Pledged/ Secured Receivables Debt Balance Interest Rate Principal Balance of Pledged/ Secured Receivables Receivable-backed notes payable - recourse: Liberty Bank Facility (1) $ 5,000 6.50 % $ 8,470 $ 5,000 3.00 % $ 7,198 NBA Receivables Facility (2) 10,000 6.62 % 13,664 10,000 3.00 % 15,396 Pacific Western Facility (3) 5,841 6.82 % 10,171 7,500 3.00 % 11,265 Total 20,841 32,305 22,500 33,859 Receivable-backed notes payable - non-recourse: Liberty Bank Facility (1) $ 4,907 6.50 % $ 8,312 $ 17,965 3.00 % $ 25,864 NBA Receivables Facility (2) 20,866 6.62 % 28,512 18,910 3.00 % 29,114 Pacific Western Facility (3) — — — 16,906 3.00 % 25,394 Syndicated Warehouse Facility 104,953 5.87 % 125,486 42,994 2.50 % 53,623 Quorum Purchase Facility 14,007 4.95 - 5.10 % 16,302 19,425 4.95 - 5.10 % 22,690 2013 Term Securitization — — — 6,023 3.20 % 6,965 2015 Term Securitization 7,925 3.02 % 8,516 14,163 3.02 % 15,009 2016 Term Securitization 16,061 3.35 % 16,714 24,727 3.35 % 27,166 2017 Term Securitization 26,521 3.12 % 28,612 37,430 3.12 % 42,452 2018 Term Securitization 39,326 4.02 % 43,163 53,919 4.02 % 61,269 2020 Term Securitization 69,240 2.60 % 77,183 91,922 2.60 % 105,023 2022 Term Securitization 142,106 4.60 % 160,000 — — — Unamortized debt issuance costs ( 5,131 ) ( 4,230 ) — Total 440,781 512,800 340,154 414,569 Total receivable-backed debt $ 461,622 $ 545,105 $ 362,654 $ 448,428 (1) Recourse on the Liberty Bank Facility is generally limited to $ 5.0 million subject to certain exceptions. (2) Recourse on the NBA Receivables Facility is generally limited to $ 10.0 million subject to certain exceptions. (3) Recourse on the Pacific Western Facility is generally limited to $ 7.5 million subject to certain exceptions. |
Junior Subordinated Debentures Outstanding | December 31, 2022 December 31, 2021 Carrying Effective Interest Carrying Effective Interest Maturity Amounts Rates (1) Amounts Rates (1) Years (2) Woodbridge - Levitt Capital Trusts I - IV $ 66,302 7.47 - 8.21 % $ 66,302 3.93 - 4.07 % 2035 - 2036 Bluegreen Statutory Trusts I - VI 104,595 8.52 - 9.26 % 104,595 4.93 - 5.12 % 2035 - 2037 Unamortized debt issuance costs ( 914 ) ( 985 ) Unamortized purchase discount ( 33,972 ) ( 34,972 ) Total junior subordinated debentures $ 136,011 $ 134,940 (1) The junior subordinated debentures bear interest at three-month LIBOR (subject to quarterly adjustment) plus a spread ranging from 3.80 % to 4.85 %. (2) As of December 31, 2022 and 2021, all of the junior subordinated debentures were eligible for redemption by the Company. |
Fair Value Of Financial Instr_2
Fair Value Of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Fair Value Of Financial Instruments [Abstract] | |
Carrying Amounts Of Financial Instruments | As of December 31, 2022 As of December 31, 2021 Carrying Amount Estimated Fair Value Carrying Amount Estimated Fair Value Cash and cash equivalents $ 175,683 $ 175,683 $ 140,225 $ 140,225 Restricted cash 50,845 50,845 42,854 42,854 Notes receivable, net 552,490 720,171 446,322 607,881 Note payable to BBX Capital, Inc. 50,000 46,635 50,000 50,340 Receivable-backed notes payable 461,622 451,500 362,654 367,900 Lines-of-credit and notes payable 218,738 215,400 97,125 95,400 Junior subordinated debentures 136,011 102,000 134,940 133,500 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Income Taxes [Abstract] | |
Provision For Income Taxes | Year Ended December 31, 2022 2021 2020 Federal: Current $ 6,483 $ 13,690 $ 2,775 Deferred 12,964 6,752 ( 3,048 ) $ 19,447 $ 20,442 $ ( 273 ) State and Other: Current $ 2,199 $ 2,509 $ 567 Deferred 4,541 3,713 ( 2,662 ) 6,740 6,222 ( 2,095 ) Total $ 26,187 $ 26,664 $ ( 2,368 ) |
Reasons For The Difference Between Provision For Income Taxes | For the Year Ended December 31, 2022 2021 2020 Income tax provision (benefit) at expected federal income tax rate (1) $ 22,562 $ 20,530 $ ( 9,823 ) Increase (decrease) resulting from: Provision (benefit) for state taxes, net of federal effect 5,325 4,915 ( 1,655 ) Taxes related to noncontrolling interests in subsidiaries not consolidated for income tax purposes ( 3,542 ) ( 2,781 ) ( 1,552 ) Non-deductible items 2,083 3,945 10,205 Other - net ( 241 ) 55 457 Provision (benefit) for income taxes $ 26,187 $ 26,664 $ ( 2,368 ) (1) Expected tax is computed based upon income before taxes from continuing operations. |
Schedule Of Deferred Tax Assets And Liabilities | As of December 31, 2022 2021 Deferred tax assets: Book reserves for loan losses and inventory costs under timeshare accounting rules $ 37,180 $ 25,162 Federal and State NOL and tax credit carryforward 88,640 88,722 Real estate valuation 5,402 5,421 Expenses recognized for books and deferred for tax 968 2,645 Other 5,208 3,570 Total gross deferred tax assets 137,398 125,520 Valuation allowance ( 80,797 ) ( 80,815 ) Total deferred tax assets 56,601 44,705 Deferred tax liabilities: Installment sales treatment of notes 142,254 112,059 Intangible assets 14,179 14,152 Junior subordinated debentures 7,874 8,131 Property and equipment 4,681 5,239 Other 806 812 Total gross deferred tax liabilities 169,794 140,393 Net deferred tax liability $ 113,193 $ 95,688 |
Summary Of NOL, Credit Carryforwards, Valuation Allowance | Federal and State NOL and Credit Carryforward Gross Deferred Tax Asset Valuation Allowance Net Deferred Tax Asset Year Expires Non-Florida State NOLs $ 224,543 $ 10,263 $ 3,735 $ 6,528 2023-2042 Federal NOL SRLY Limitation 210,330 44,169 44,169 — 2026-2034 Florida NOL SRLY Limitation 702,433 30,521 30,521 — 2026-2034 Other Federal tax credits-SRLY Limitation 2,371 2,371 2,371 — 2025-2031 Federal NOL Section 382 Limitation 5,520 1,159 — 1,159 2027-2028 Florida NOL Section 382 Limitation 3,589 156 — 156 2027-2028 Total $ 88,639 $ 80,796 $ 7,843 |
Equity (Tables)
Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Equity [Abstract] | |
Summary Of Non-Vested Restricted Stock And Restricted Stock Units | As of December 31, 2022 2021 Weighted Weighted Unvested Average Unvested Average Restricted Grant Date Restricted Grant Date Stock Fair Value Stock Fair Value Unvested balance outstanding, beginning of period 460,470 $ 20.72 - $ - Granted 445,535 23.34 468,439 20.72 Vested - - - - Forfeited ( 16,678 ) 19.36 ( 7,969 ) 20.72 Unvested balance outstanding, end of period 889,327 $ 22.06 460,470 $ 20.72 Available for grant 1,110,673 1,539,530 |
Restricted Stock Awards, Grants In Period, Weighted Average Grant Date Fair Value | Per Share Number of Weighted Average Requisite Plan Name Grant Date Awards Granted Grant Date Fair Value Service Period Vesting Date 2014 Incentive Plan 1/21/2020 488,503 20.95 4 years Annually each October 2021 Incentive Plan 6/3/2021 468,439 20.72 4 years; 10 years (1) 2021 Incentive Plan 1/19/2022 208,035 29.80 4 years (2) 2021 Incentive Plan 10/19/2022 237,500 17.69 5 years Cliff vest October 2027 (1) 275,939 of the shares granted are scheduled to cliff vest in June 2025 and 192,500 of the shares granted are scheduled to cliff vest in June 2031, in each case subject to the terms and conditions of the 2021 Plan and the applicable award agreement. (2) 154,679 of the shares granted are scheduled to vest ratably in annual installments over 4 years and 53,356 of the shares granted are scheduled to cliff vest in January 2026, in each case subject to the terms and conditions of the 2021 Plan and the applicable award agreement. |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Segment Reporting [Abstract] | |
Segment Information | Year Ended December 31, Revenues: 2022 2021 2020 Sales of VOIs and financing $ 724,748 $ 580,619 $ 354,941 Resort operations and club management 118,248 111,251 104,255 Cost reimbursements (1) 77,394 69,066 64,305 Total segment revenues 920,390 760,936 523,501 Corporate and other 3,724 1,401 4,530 Eliminations ( 4,685 ) ( 5,224 ) ( 8,560 ) Total revenues $ 919,429 $ 757,113 $ 519,471 (1) Cost reimbursement revenue and expense net to zero and are excluded from the computation of adjusted EBITDA below. |
Reconciliation of Adjusted EBITDA from Segments to Net Income | : Year Ended December 31, 2022 2021 2020 Net income (loss) attributable to shareholders $ 64,385 $ 58,730 $ ( 80,529 ) Non-controlling interests 16,866 14,102 3,364 Discontinued operations, net of taxes - ( 900 ) 32,759 Net income (loss) from continuing operations 81,251 71,932 ( 44,406 ) Add: Depreciation and amortization 7,949 6,726 6,648 Less: Interest income (other than interest earned on VOI notes receivable) ( 1,710 ) ( 368 ) ( 4,367 ) Add: Interest expense - corporate 25,042 19,842 22,369 Add: Provision (benefit) for income taxes 26,187 26,664 ( 2,368 ) Loss on asset held for sale 275 220 972 Add: Severance and other 1,600 2,403 5,814 Add: Retail marketing reorganization 5,040 - - Add: General and administrative (1) 99,505 90,606 127,475 Add: Other (income) expense, net ( 2,014 ) ( 1,033 ) 207 Segment Adjusted EBITDA (2) 243,125 216,992 112,344 Sales of VOIs and financing 159,304 138,078 46,909 Resort operations and club management 83,821 78,914 65,435 Segment Adjusted EBITDA (2) $ 243,125 $ 216,992 $ 112,344 (1) Included in general and administrative expenses for the years ended December 31, 2022, 2021, and 2020 is $ 3.4 million, $ 1.0 million, and $ 25.4 million, respectively, of share-based compensation . (2) See Management’s Discussion and Analysis of Financial Condition and Results of Operations for information regarding Adjusted EBITDA, including the definition of Adjusted EBITDA. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Discontinued Operations [Abstract] | |
Summary Of Income (Loss) Of Discontinued Operations | For the Year Ended December 31, 2022 2021 2020 Revenues: Trade sales $ — $ — $ 99,628 Sales of real estate inventory — — 14,248 Interest income — — 586 Net gains on sales of real estate assets — — 130 Other revenue — — 2,398 Total revenues — — 116,990 Costs and Expenses: Cost of trade sales — — 80,154 Cost of real estate inventory sold — — 9,473 Interest expense — — — Recoveries from loan losses, net — — ( 5,844 ) Impairment losses — — 31,588 Selling, general and administrative expenses — — 40,342 Total costs and expenses — — 155,713 Equity in net earnings of unconsolidated real estate joint ventures — — 50 Foreign exchanges gain — — 214 Loss on the deconsolidation of IT'SUGAR, LLC — — ( 3,326 ) Other income — — 192 Loss from discontinued operations before income taxes $ — $ — $ ( 41,593 ) |
Summary Of Cash Flows Of Discontinued Operations | For the Year Ended December 31, 2022 2021 2020 Operating activities: Net loss $ — $ — $ ( 32,759 ) Adjustment to reconcile net (loss) income to net cash (used in) provided by operating activities: Recoveries from loan losses, net — — ( 5,844 ) Depreciation, amortization and accretion, net — — 5,468 Net gains on sales of real estate and property and equipment — — ( 130 ) Equity earnings of unconsolidated real estate joint ventures — — ( 49 ) Return on investment in unconsolidated real estate joint ventures — — 3,933 Loss from the deconsolidation of IT'SUGAR, LLC — — 3,326 Increase in deferred income tax asset — — ( 8,834 ) Impairment losses — — 31,588 Increase in trade inventory — — ( 279 ) Increase in trade receivables — — ( 2,336 ) Decrease in real estate inventory — — 925 Net change in operating lease assets and liabilities — — ( 964 ) Increase in other assets — — ( 1,388 ) Increase in other liabilities — — 6,512 Net cash used in operating activities $ — $ — $ ( 831 ) Investing activities: Return of investment in unconsolidated real estate joint ventures — — 4,631 Investments in unconsolidated real estate joint ventures — — ( 14,009 ) Proceeds from repayment of loans receivable — — 5,960 Proceeds from sales of real estate — — 2,151 Additions to real estate — — ( 70 ) Purchases of property and equipment — — ( 4,032 ) Decrease in cash from other investing activities — — ( 1,065 ) Net cash used in investing activities $ — $ — $ ( 6,434 ) Supplementary disclosure of non-cash investing and financing activities: Increase in other assets upon issuance of Community Development District Bonds — — 827 Assumption of Community Development District Bonds by homebuilders — — 3,837 |
Noncontrolling Interests (Table
Noncontrolling Interests (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Noncontrolling Interests [Abstract] | |
Schedule Of Income Attributable To Noncontrolling Interests | For the Years Ended December 31, 2022 2021 2020 Bluegreen (1) $ — $ 861 $ 794 Bluegreen/Big Cedar Vacations (2) 16,866 13,241 7,392 Net income attributable to noncontrolling interest - continuing operations $ 16,866 $ 14,102 $ 8,186 (1) Prior to May 5, 2021, BVH owned approximately 93 % of Bluegreen’s outstanding common stock. As a result of the merger effected on May 5, 2021, Bluegreen is now a wholly owned subsidiary of BVH. (2) Bluegreen owns 51 % of Bluegreen/Big Cedar Vacations. |
Organization (Narrative) (Detai
Organization (Narrative) (Details) shares in Thousands | 1 Months Ended | 7 Months Ended | |||||
May 05, 2021 shares | Jul. 31, 2020 | Jul. 31, 2020 | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | May 10, 2021 | Sep. 30, 2020 USD ($) | |
Segment Reporting Information [Line Items] | |||||||
Stock split ratio | 0.20 | 0.20 | |||||
Notes Payable | $ 461,622,000 | $ 362,654,000 | |||||
Notes Payable To BBX Capital [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Deferred interest rate | 8% | ||||||
Notes Payable | $ 50,000,000 | $ 50,000,000 | |||||
Debt Instrument, Interest Rate, Stated Percentage | 6% | ||||||
Debt instrument, face amount | $ 75,000,000 | $ 75,000,000 | |||||
Class A Common Stock [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Shares issued due to merger | shares | 2,660 | ||||||
Class A Common Stock [Member] | Bluegreen Vacations Holding Corp (BVH) [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Shareholder share right due to merger | 0.51 | ||||||
Bluegreen [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Consolidated method ownership percentage | 93% | 100% | 93% | ||||
Ownership Percentage Acquired | 7% |
Basis Of Presentation And Rec_3
Basis Of Presentation And Recently Issued Accounting Pronouncements (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | |||
Unamortized capital costs | $ 1,000 | $ 1,400 | |
Amortization expense for service contracts | 500 | 400 | |
Junior subordinated debentures | 136,011 | 134,940 | |
Notes receivable | $ 763,801 | 609,429 | |
Management Contracts, Initial Term | 3 years | ||
Management Contracts, Renewal Term | 1 year | ||
Period VOI Notes Receivable Are Written Off Against Allowance For Loan Loss | 127 days | ||
Capitalized Computer Software, Net | $ 2,000 | 3,000 | $ 3,500 |
Debt Instrument, Unamortized Discount (Premium) and Debt Issuance Costs, Net | 13,300 | 10,700 | |
Amortization of Deferred Charges | 3,100 | 3,300 | 3,500 |
Marketing and Advertising Expense | $ 195,000 | $ 151,500 | $ 97,000 |
Minimum Percent Of VOI Sales Generated By One Marketing Arrangement | 17% | 19% | 12% |
90 Days Or More [Member] | |||
Business Acquisition [Line Items] | |||
Notes receivable | $ 24,200 | $ 16,300 | |
Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Requisite Service Period | 4 years | ||
Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Requisite Service Period | 10 years | ||
Bluegreen [Member] | |||
Business Acquisition [Line Items] | |||
VOI purchase financing term | 10 years | ||
Minimum Percentage Of Sales Price For Revenue On VOI Sales To Be Recognized | 90% | ||
Accounting Standards Update 2020-04 [Member] | LIBOR Indexed Junior Subordinated Debentures [Member] | |||
Business Acquisition [Line Items] | |||
Junior subordinated debentures | $ 170,900 | ||
Accounting Standards Update 2020-04 [Member] | LIBOR Indexed Receivable-backed Notes Payable And Lines Of Credit [Member] | |||
Business Acquisition [Line Items] | |||
Receivable-backed notes payable and lines of credit | $ 30,900 | ||
Software Development [Member] | Minimum [Member] | |||
Business Acquisition [Line Items] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Software Development [Member] | Maximum [Member] | |||
Business Acquisition [Line Items] | |||
Property, Plant and Equipment, Useful Life | 5 years |
Revenue From Contracts With C_3
Revenue From Contracts With Customers (Narrative) (Details) - USD ($) $ in Millions | Dec. 31, 2022 | Dec. 31, 2021 |
Revenue From Contracts With Customers [Abstract] | ||
Commission receivables, net of an allowance | $ 10.3 | $ 17.4 |
Revenue From Contracts With C_4
Revenue From Contracts With Customers (Revenue Disaggregation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | $ 817,676 | $ 674,609 | $ 440,090 |
Interest income | 99,739 | 81,691 | 79,381 |
Other income, net | 2,014 | 813 | |
Total revenues | 919,429 | 757,113 | 519,471 |
Sales of VOIs [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 535,725 | 353,768 | 173,997 |
Interest income | 98,000 | 81,300 | 77,500 |
Fee-Based Sales Commission Revenue [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 72,647 | 128,321 | 89,965 |
Resort And Club Management Revenue [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 108,892 | 103,214 | 98,233 |
Cost Reimbursements [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 77,394 | 69,066 | 64,305 |
Administrative Fees And Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 13,662 | 12,203 | 7,568 |
Other Revenue [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 9,356 | 8,037 | 6,022 |
Reportable Segments [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 920,390 | 760,936 | 523,501 |
Interest income | 1,710 | 368 | 4,367 |
Reportable Segments [Member] | Cost Reimbursements [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Revenue from customers | 77,394 | 69,066 | 64,305 |
Corporate Expenses & Other [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | 3,724 | 1,401 | 4,530 |
Eliminations [Member] | |||
Disaggregation of Revenue [Line Items] | |||
Total revenues | $ (4,685) | $ (5,224) | $ (8,560) |
Revenue From Contracts With C_5
Revenue From Contracts With Customers (Contract Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Disaggregation of Revenue [Line Items] | ||
Company’s contract liabilities | $ 7,229 | $ 6,109 |
Point Incentives [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Company’s contract liabilities | 3,944 | 2,676 |
Owner Programs [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Company’s contract liabilities | 2,149 | 2,159 |
Deferred Revenue Vacation Packages [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Company’s contract liabilities | $ 1,136 | $ 1,274 |
Notes Receivable (Narrative) (D
Notes Receivable (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Weighted-average interest rate charged on notes receivable | 15.30% | 15.30% |
Notes receivable more than 90 days past due | $ 24,200 | $ 16,300 |
Notes receivable | 763,801 | 609,429 |
Accrued interest | 5,800 | 4,400 |
Over 91 Days [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Notes receivable | 24,210 | 16,336 |
90 Days Or More [Member] | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Notes receivable | $ 24,200 | $ 16,300 |
Notes Receivable (Information R
Notes Receivable (Information Relating To Bluegreen's Notes Receivable) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Gross notes receivable | $ 763,801 | $ 609,429 | |
Less: Allowance for loan loss | (211,311) | (163,107) | $ (142,044) |
Notes receivable, net ($354,403 and $248,873 in VIEs at December 31, 2022 and 2021, respectively) | $ 552,490 | $ 446,322 | |
Allowance as a % of gross notes receivable | 28% | 27% | |
VOI Notes Receivable - Non-Securitized [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Gross notes receivable | $ 279,888 | $ 275,163 | |
Less: Allowance for loan loss | (81,801) | (77,714) | |
VOI Notes Receivable - Securitized [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Gross notes receivable | 483,913 | 334,266 | |
Less: Allowance for loan loss | $ (129,510) | $ (85,393) |
Notes Receivable (Future Contra
Notes Receivable (Future Contractual Principal Payments Of Notes Receivables) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Notes Receivable [Abstract] | ||
2023 | $ 77,248 | |
2024 | 75,853 | |
2025 | 80,781 | |
2026 | 83,319 | |
2027 | 85,842 | |
Thereafter | 360,758 | |
Total | $ 763,801 | $ 609,429 |
Notes Receivable (Activity In T
Notes Receivable (Activity In The Allowance For Loan Losses) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Notes Receivable [Abstract] | |||
Balance, beginning of period | $ 163,107 | $ 142,044 | |
Provision for loan losses | 100,431 | 72,788 | $ 56,941 |
Less: Write-offs of uncollectible receivables | (52,227) | (51,725) | |
Balance, end of period | $ 211,311 | $ 163,107 | $ 142,044 |
Notes Receivable (Financing Rec
Notes Receivable (Financing Receivable Credit Quality Indicators And Past Due By Year Of Origination) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Total | $ 763,801 | $ 609,429 |
Current [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Total | 721,736 | 581,719 |
31-60 Days [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Total | 9,612 | 6,290 |
61-90 Days [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Total | 8,243 | 5,084 |
Over 91 Days [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Total | 24,210 | 16,336 |
701+ [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Financing Receivable, Originated in Current Fiscal Year | 208,052 | 129,960 |
Financing Receivable, Originated in Fiscal Year before Latest Fiscal Year | 88,445 | 49,102 |
Financing Receivable, Originated Two Years before Latest Fiscal Year | 34,927 | 60,037 |
Financing Receivable, Originated Three Years before Latest Fiscal Year | 43,765 | 39,760 |
Financing Receivable, Originated Four Years before Latest Fiscal Year | 28,001 | 26,711 |
Financing Receivable, Originated Five or More Years before Latest Fiscal Year | 43,228 | 40,872 |
Total | 446,418 | 346,442 |
601-700 [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Financing Receivable, Originated in Current Fiscal Year | 111,796 | 82,664 |
Financing Receivable, Originated in Fiscal Year before Latest Fiscal Year | 63,483 | 34,185 |
Financing Receivable, Originated Two Years before Latest Fiscal Year | 25,003 | 34,072 |
Financing Receivable, Originated Three Years before Latest Fiscal Year | 25,613 | 25,732 |
Financing Receivable, Originated Four Years before Latest Fiscal Year | 18,609 | 18,132 |
Financing Receivable, Originated Five or More Years before Latest Fiscal Year | 35,890 | 37,777 |
Total | 280,394 | 232,562 |
Less Than 601 [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Financing Receivable, Originated in Current Fiscal Year | 8,844 | 4,623 |
Financing Receivable, Originated in Fiscal Year before Latest Fiscal Year | 3,181 | 3,149 |
Financing Receivable, Originated Two Years before Latest Fiscal Year | 2,222 | 3,690 |
Financing Receivable, Originated Three Years before Latest Fiscal Year | 2,876 | 2,473 |
Financing Receivable, Originated Four Years before Latest Fiscal Year | 1,818 | 1,551 |
Financing Receivable, Originated Five or More Years before Latest Fiscal Year | 3,595 | 4,175 |
Total | 22,536 | 19,661 |
Other [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Financing Receivable, Originated in Current Fiscal Year | 663 | 2,279 |
Financing Receivable, Originated in Fiscal Year before Latest Fiscal Year | 3,501 | 996 |
Financing Receivable, Originated Two Years before Latest Fiscal Year | 1,352 | 1,201 |
Financing Receivable, Originated Three Years before Latest Fiscal Year | 2,579 | 1,876 |
Financing Receivable, Originated Four Years before Latest Fiscal Year | 2,504 | 1,429 |
Financing Receivable, Originated Five or More Years before Latest Fiscal Year | 3,854 | 2,983 |
Total | 14,453 | 10,764 |
Total by FICO Score [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Financing Receivable, Originated in Current Fiscal Year | 329,355 | 219,526 |
Financing Receivable, Originated in Fiscal Year before Latest Fiscal Year | 158,610 | 87,432 |
Financing Receivable, Originated Two Years before Latest Fiscal Year | 63,504 | 99,000 |
Financing Receivable, Originated Three Years before Latest Fiscal Year | 74,833 | 69,841 |
Financing Receivable, Originated Four Years before Latest Fiscal Year | 50,932 | 47,823 |
Financing Receivable, Originated Five or More Years before Latest Fiscal Year | 86,567 | 85,807 |
Total | $ 763,801 | $ 609,429 |
Notes Receivable (Percentage Of
Notes Receivable (Percentage Of Gross Notes Receivable Outstanding By FICO Score At Origination) (Details) | Dec. 31, 2022 | Dec. 31, 2021 |
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Percentage of gross notes receivable outstanding | 100% | 100% |
701+ [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Percentage of gross notes receivable outstanding | 59% | 58% |
601-700 [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Percentage of gross notes receivable outstanding | 38% | 39% |
Less Than 601 [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Percentage of gross notes receivable outstanding | 2% | 2% |
FICO Score, No Score [Member] | ||
Financing Receivable, Credit Quality Indicator [Line Items] | ||
Percentage of gross notes receivable outstanding | 1% | 1% |
Notes Receivable (Delinquency S
Notes Receivable (Delinquency Status Of VOI Notes Receivable) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total | $ 763,801 | $ 609,429 |
Current [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total | 721,736 | 581,719 |
31-60 Days [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total | 9,612 | 6,290 |
61-90 Days [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total | 8,243 | 5,084 |
Over 91 Days [Member] | ||
Financing Receivable, Recorded Investment, Past Due [Line Items] | ||
Total | $ 24,210 | $ 16,336 |
Variable Interest Entities (Nar
Variable Interest Entities (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Variable Interest Entities [Abstract] | |||
Voluntary repurchases and substitutions | $ 11.4 | $ 14.6 | $ 14.5 |
Variable Interest Entities (Inf
Variable Interest Entities (Information Related To The Assets And Liabilities Of The VIEs) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Variable Interest Entity [Line Items] | |||
Restricted cash | $ 50,845 | $ 42,854 | $ 35,986 |
Securitized notes receivable, net | 552,490 | 446,322 | |
Receivable backed notes payable - non-recourse | 440,781 | 340,154 | |
Variable Interest Entity, Primary Beneficiary [Member] | |||
Variable Interest Entity [Line Items] | |||
Restricted cash | 19,461 | 15,956 | |
Securitized notes receivable, net | 354,403 | 248,873 | |
Receivable backed notes payable - non-recourse | $ 440,781 | $ 340,154 |
VOI Inventory (Narrative) (Deta
VOI Inventory (Narrative) (Details) $ in Millions | 1 Months Ended | |
Oct. 31, 2022 USD ($) | Jul. 31, 2022 USD ($) item | |
Colorado [Member] | ||
Inventory [Line Items] | ||
Number of units purchased | item | 46 | |
Purchase price of units | $ 18.6 | |
Florida [Member] | ||
Inventory [Line Items] | ||
Purchase price of units | $ 78 | |
Florida [Member] | VOI Inventory [Member] | ||
Inventory [Line Items] | ||
Purchase price of units | 74.2 | |
Florida [Member] | Property And Equipment [Member] | ||
Inventory [Line Items] | ||
Purchase price of units | $ 4.2 |
VOI Inventory (Summary Of Inven
VOI Inventory (Summary Of Inventory) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
VOI Inventory [Abstract] | ||
Completed VOI units | $ 317,492 | $ 255,223 |
Construction-in-progress | 8,537 | 10,313 |
Real estate held for future development | 63,835 | 69,069 |
Total | $ 389,864 | $ 334,605 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Leases [Abstract] | |||
Lease renewal term | 1 year | ||
Cash paid for leases expenses | $ 7.8 | $ 4.5 | $ 6.6 |
One-time lease termination costs | 4.9 | ||
Right-of-use assets in exchange for new operating lease liabilities, continuing operations | $ 1.1 | $ 6.2 |
Leases (Schedule Of Lease Infor
Leases (Schedule Of Lease Information) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
Operating lease asset | $ 22,963 | $ 33,467 |
Operating lease liability | $ 27,716 | $ 37,870 |
Weighted Average Lease Term (in years) | 2 years 5 months 1 day | 3 years 3 months 18 days |
Weighted Average Discount Rate | 3.76% | 3.43% |
Leases (Schedule Of Lease Costs
Leases (Schedule Of Lease Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Leases [Abstract] | ||
Fixed rental costs | $ 7,597 | $ 7,834 |
Short-term lease costs | 1,619 | 1,314 |
Variable lease costs | 2,775 | 2,363 |
Total operating lease costs | $ 11,991 | $ 11,511 |
Leases (Schedule Of Maturity Of
Leases (Schedule Of Maturity Of Operating Lease Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Leases [Abstract] | ||
2023 | $ 5,781 | |
2024 | 3,388 | |
2025 | 2,331 | |
2026 | 1,967 | |
2027 | 1,846 | |
After 2027 | 21,977 | |
Total lease payments | 37,290 | |
Less: Interest | 9,574 | |
Total operating lease liabilities | $ 27,716 | $ 37,870 |
Property And Equipment (Narrati
Property And Equipment (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Property And Equipment [Abstract] | |||
Depreciation and amortization expense | $ 15.8 | $ 15.6 | $ 15.5 |
Property And Equipment (Summary
Property And Equipment (Summary Of Property and Equipment) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 185,839 | $ 176,222 |
Accumulated depreciation and amortization | (99,924) | (88,370) |
Total | 85,915 | 87,852 |
Land, Buildings And Building Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 79,393 | 74,436 |
Land, Buildings And Building Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 31 years | |
Land, Buildings And Building Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Computer Hardware And Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 71,551 | 67,937 |
Computer Hardware And Software [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 5 years | |
Computer Hardware And Software [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 1 year | |
Furniture, Fixtures And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 22,817 | 21,816 |
Furniture, Fixtures And Equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 14 years | |
Furniture, Fixtures And Equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 11,409 | 11,353 |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 14 years | |
Leasehold Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, useful life | 3 years | |
Transportation And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment | $ 669 | $ 680 |
Property, plant and equipment, useful life | 5 years |
Intangible Assets (Intangible A
Intangible Assets (Intangible Assets And Amortization Expense) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Intangible Assets [Abstract] | ||
Management agreements | $ 61,708 | $ 61,708 |
Accumulated amortization | (415) | (360) |
Total intangible assets | $ 61,293 | $ 61,348 |
Debt (Lines-Of-Credit and Notes
Debt (Lines-Of-Credit and Notes Payable, Narrative) (Details) - USD ($) $ in Millions | 1 Months Ended | ||
Oct. 31, 2022 | Feb. 28, 2022 | Dec. 31, 2021 | |
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
New debt issuance or change | $ 75 | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 2% | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 2.50% | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | Libor Floor [Member] | |||
Debt Instrument [Line Items] | |||
Effective rate | 0.25% | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | SOFR [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 1.75% | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | SOFR [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 2.50% | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | Credit Spread Adjustment [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 0.05% | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | Credit Spread Adjustment [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 0.10% | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | Term Loans [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 100 | ||
Fifth Third Syndicated Line-of-Credit And Fifth Third Syndicated Term Loan [Member] | Revolving Credit Facility [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | 300 | ||
Current borrowing capacity | $ 200 | ||
Panama City Beach Acquisition Loan [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 96.6 | ||
Maximum advances percent of acquisition and renovation costs | 70% | ||
Line of credit, advance period | 36 months | ||
Recourse percentage of principal and interest outstanding | 30% | ||
Proceeds from borrowings | $ 54.5 | ||
Panama City Beach Acquisition Loan [Member] | SOFR [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 2.25% | ||
Panama City Beach Acquisition Loan [Member] | SOFR Floor [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 2.40% | ||
Fifth Third Syndicated LOC [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 125 | ||
Fifth Third Syndicated Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Maximum borrowing capacity | $ 100 | ||
Panama City, Property And Other Resort Assets [Member] | |||
Debt Instrument [Line Items] | |||
Purchase consideration | $ 78 |
Debt (Receivable-Backed Notes P
Debt (Receivable-Backed Notes Payable, Narrative) (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | |||
Apr. 28, 2022 USD ($) | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) item | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Debt Instrument [Line Items] | |||||
Proceeds from Issuance of Long-term Debt | $ 486,575 | $ 111,054 | $ 278,091 | ||
Receivable-backed notes payable - non-recourse (in VIEs) | 440,781 | 340,154 | |||
Liberty Bank Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | 40,000 | ||||
Recourse limit | 5,000 | ||||
Repayments of Debt | $ 11,000 | ||||
Liberty Bank Facility [Member] | Qualified Timeshare Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Future advance rate percent | 85% | ||||
Liberty Bank Facility [Member] | Non-Conforming Qualified Timeshare Loans [Member] | |||||
Debt Instrument [Line Items] | |||||
Future advance rate percent | 70% | ||||
Liberty Bank Facility [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective yield rate | 3% | ||||
Liberty Bank Facility [Member] | Prime Rate [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 0.50% | ||||
NBA Receivables Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 70,000 | ||||
Recourse limit | $ 10,000 | ||||
Gross advance rate | 80% | ||||
NBA Receivables Facility [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective yield rate | 3% | ||||
NBA Receivables Facility [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 2.25% | ||||
Pacific Western Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 50,000 | ||||
Recourse limit | 7,500 | ||||
Repayments of Debt | $ 16,100 | ||||
Pacific Western Facility [Member] | SOFR [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 2.50% | ||||
Pacific Western Facility [Member] | SOFR Floor [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 2.75% | ||||
Pacific Western Facility [Member] | LIBOR [Member] | Maximum [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 2.75% | ||||
Pacific Western Facility [Member] | LIBOR [Member] | Minimum [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 2.50% | ||||
Pacific Western Facility, Eligible A Receivables [Member] | |||||
Debt Instrument [Line Items] | |||||
Future advance rate percent | 85% | ||||
Pacific Western Facility, Eligible B Receivables [Member] | |||||
Debt Instrument [Line Items] | |||||
Future advance rate percent | 65% | ||||
Quorum Purchase Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 50,000 | ||||
Quorum Purchase Facility [Member] | Interest Rate at 4.75% [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective yield rate | 4.95% | ||||
Receivable-backed notes payable - non-recourse (in VIEs) | $ 7,500 | ||||
Quorum Purchase Facility [Member] | Interest Rate at 4.95% [Member] | |||||
Debt Instrument [Line Items] | |||||
Effective yield rate | 5.10% | ||||
Receivable-backed notes payable - non-recourse (in VIEs) | $ 6,500 | ||||
BXG Receivables Note Trust 2022 [Member] | |||||
Debt Instrument [Line Items] | |||||
VOI receivables sold | 194,700 | ||||
BXG Receivables Note Trust 2022 [Member] | Trust [Member] | |||||
Debt Instrument [Line Items] | |||||
Gross proceeds of sales to the Trust | 171,900 | ||||
Other Non-Recourse Receivable-Backed Notes Payable [Member] | |||||
Debt Instrument [Line Items] | |||||
Repayments of Debt | $ 92,900 | $ 57,900 | |||
2022 Term Securitization [Member] | |||||
Debt Instrument [Line Items] | |||||
Gross advance rate | 88.30% | ||||
Number of tranches | item | 3 | ||||
Weighted-average interest rate | 4.60% | ||||
Proceeds from Issuance of Long-term Debt | $ 172,000 | ||||
2013 Term Securitization [Member] | Bluegreen [Member] | |||||
Debt Instrument [Line Items] | |||||
Funding for redemption of debt | $ 4,900 | ||||
Syndicated Warehouse Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 80,000 | $ 250,000 | |||
Gross advance rate | 80% | 88% | |||
Repayments of Debt | $ 53,200 | ||||
Class A [Member] | 2022 Term Securitization [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 4.12% | ||||
Proceeds from Issuance of Long-term Debt | $ 71,000 | ||||
Class B [Member] | 2022 Term Securitization [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 4.61% | ||||
Proceeds from Issuance of Long-term Debt | $ 56,500 | ||||
Class C [Member] | 2022 Term Securitization [Member] | |||||
Debt Instrument [Line Items] | |||||
Interest rate | 5.35% | ||||
Proceeds from Issuance of Long-term Debt | $ 44,500 | ||||
Until Expiration of Revolving Advance Period [Member] | Syndicated Warehouse Facility [Member] | SOFR [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 1.75% | ||||
Until Expiration of Revolving Advance Period [Member] | Syndicated Warehouse Facility [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 2.25% | ||||
After Expiration of Revolving Advance Period [Member] | Syndicated Warehouse Facility [Member] | SOFR [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 2.75% | ||||
After Expiration of Revolving Advance Period [Member] | Syndicated Warehouse Facility [Member] | LIBOR [Member] | |||||
Debt Instrument [Line Items] | |||||
Basis spread on rate | 3.25% |
Debt (Junior Subordinated Deben
Debt (Junior Subordinated Debentures, Narrative) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 28, 2021 |
Debt Instrument [Line Items] | |||
Equity available in trusts | $ 2,100 | $ 2,000 | |
Availabilility of line of credits/credit facilities | 430,500 | ||
Junior subordinated debentures | $ 136,011 | $ 134,940 | |
Bluegreen Statutory Trust II [Member] | |||
Debt Instrument [Line Items] | |||
Par value of junior subordinated debentures | $ 6,100 | ||
Cancellation of junior subordinated debentures | 6,100 | ||
Junior subordinated debentures | $ 4,000 |
Debt (Note Payable To BBX, Narr
Debt (Note Payable To BBX, Narrative) (Details) - USD ($) | 1 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2022 | Sep. 30, 2020 | |
Debt Instrument [Line Items] | |||
Notes Payable | $ 362,654,000 | $ 461,622,000 | |
Notes Payable To BBX Capital [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, face amount | $ 75,000,000 | $ 75,000,000 | |
Interest rate | 6% | ||
Deferred interest rate | 8% | ||
Repayments of Notes Payable | 25,000,000 | ||
Notes Payable | 50,000,000 | $ 50,000,000 | |
Accrued interest | $ 0 | $ 0 |
Debt (Contractual Minimum Princ
Debt (Contractual Minimum Principle Payments Of Debt Outstanding) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
2023 | $ 16,000 | |
2024 | 25,000 | |
2025 | 79,630 | |
2026 | 131,231 | |
2027 | 160,355 | |
Thereafter | 496,184 | |
Unamortized debt issuance costs | (8,057) | |
Purchase accounting adjustment | (33,972) | |
Total | 866,371 | |
Notes payable and other borrowings [Member] | ||
Debt Instrument [Line Items] | ||
2023 | 16,000 | |
2024 | 25,000 | |
2025 | 25,000 | |
2026 | 8,500 | |
2027 | 146,250 | |
Unamortized debt issuance costs | (2,012) | $ (1,000) |
Total | 218,738 | |
Note Payable To BBX Capital, Inc. [Member] | ||
Debt Instrument [Line Items] | ||
2025 | 50,000 | |
Total | 50,000 | |
Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
2025 | 4,630 | |
2026 | 17,778 | |
2027 | 14,105 | |
Thereafter | 10,101 | |
Adjustment | (25,773) | |
Total | 20,841 | |
Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
2026 | 104,953 | |
Thereafter | 315,186 | |
Unamortized debt issuance costs | (5,131) | (4,230) |
Adjustment | 25,773 | |
Total | 440,781 | |
Junior Subordinated Debentures [Member] | ||
Debt Instrument [Line Items] | ||
Thereafter | 170,897 | |
Unamortized debt issuance costs | (914) | $ (985) |
Purchase accounting adjustment | (33,972) | |
Total | $ 136,011 |
Debt (Lines-Of-Credit And Not_2
Debt (Lines-Of-Credit And Notes Payable) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | $ (8,057) | |
Total | 218,738 | $ 97,125 |
Carrying amount of pledged assets | 239,815 | 208,450 |
Notes payable and other borrowings [Member] | ||
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | (2,012) | (1,000) |
Panama City Beach Acquisition Loan [Member] | ||
Debt Instrument [Line Items] | ||
Balance | 54,500 | |
Carrying amount of pledged assets | $ 77,334 | |
Interest Rate | 6.16% | |
Fifth Third Syndicated LOC [Member] | ||
Debt Instrument [Line Items] | ||
Balance | $ 70,000 | 10,000 |
Carrying amount of pledged assets | $ 68,413 | $ 21,243 |
Interest Rate | 5.92% | 2.25% |
Fifth Third Syndicated Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Balance | $ 96,250 | $ 88,125 |
Carrying amount of pledged assets | $ 94,068 | $ 187,207 |
Interest Rate | 5.40% | 2.25% |
Debt (Receivable-Backed Notes_2
Debt (Receivable-Backed Notes Payable) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Debt Instrument [Line Items] | ||
Receivable-backed notes payable - recourse | $ 20,841 | $ 22,500 |
Unamortized debt issuance costs | (8,057) | |
Receivable backed notes payable - non-recourse | 440,781 | 340,154 |
Total receivable-backed debt | 461,622 | 362,654 |
Principal Balance of Pledged /Secured Receivable | 545,105 | 448,428 |
Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable-backed notes payable - recourse | 20,841 | 22,500 |
Principal Balance of Pledged /Secured Receivable | 32,305 | 33,859 |
Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Unamortized debt issuance costs | (5,131) | (4,230) |
Receivable backed notes payable - non-recourse | 440,781 | 340,154 |
Principal Balance of Pledged /Secured Receivable | 512,800 | 414,569 |
Liberty Bank Facility [Member] | ||
Debt Instrument [Line Items] | ||
Recourse limit | 5,000 | |
Liberty Bank Facility [Member] | Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable-backed notes payable - recourse | $ 5,000 | $ 5,000 |
Interest Rate | 6.50% | 3% |
Principal Balance of Pledged /Secured Receivable | $ 8,470 | $ 7,198 |
Liberty Bank Facility [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 4,907 | $ 17,965 |
Interest Rate | 6.50% | 3% |
Principal Balance of Pledged /Secured Receivable | $ 8,312 | $ 25,864 |
NBA Receivables Facility [Member] | ||
Debt Instrument [Line Items] | ||
Recourse limit | 10,000 | |
NBA Receivables Facility [Member] | Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable-backed notes payable - recourse | $ 10,000 | $ 10,000 |
Interest Rate | 6.62% | 3% |
Principal Balance of Pledged /Secured Receivable | $ 13,664 | $ 15,396 |
NBA Receivables Facility [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 20,866 | $ 18,910 |
Interest Rate | 6.62% | 3% |
Principal Balance of Pledged /Secured Receivable | $ 28,512 | $ 29,114 |
Pacific Western Facility [Member] | ||
Debt Instrument [Line Items] | ||
Recourse limit | 7,500 | |
Pacific Western Facility [Member] | Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable-backed notes payable - recourse | $ 5,841 | $ 7,500 |
Interest Rate | 6.82% | 3% |
Principal Balance of Pledged /Secured Receivable | $ 10,171 | $ 11,265 |
Pacific Western Facility [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 16,906 | |
Interest Rate | 3% | |
Principal Balance of Pledged /Secured Receivable | $ 25,394 | |
Syndicated Warehouse Facility [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 104,953 | $ 42,994 |
Interest Rate | 5.87% | 2.50% |
Principal Balance of Pledged /Secured Receivable | $ 125,486 | $ 53,623 |
Quorum Purchase Facility [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | 14,007 | 19,425 |
Principal Balance of Pledged /Secured Receivable | 16,302 | 22,690 |
2013 Term Securitization [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 6,023 | |
Interest Rate | 3.20% | |
Principal Balance of Pledged /Secured Receivable | $ 6,965 | |
2015 Term Securitization [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 7,925 | $ 14,163 |
Interest Rate | 3.02% | 3.02% |
Principal Balance of Pledged /Secured Receivable | $ 8,516 | $ 15,009 |
2016 Term Securitization [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 16,061 | $ 24,727 |
Interest Rate | 3.35% | 3.35% |
Principal Balance of Pledged /Secured Receivable | $ 16,714 | $ 27,166 |
2017 Term Securitization [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 26,521 | $ 37,430 |
Interest Rate | 3.12% | 3.12% |
Principal Balance of Pledged /Secured Receivable | $ 28,612 | $ 42,452 |
2018 Term Securitization [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 39,326 | $ 53,919 |
Interest Rate | 4.02% | 4.02% |
Principal Balance of Pledged /Secured Receivable | $ 43,163 | $ 61,269 |
2020 Term Securitization [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 69,240 | $ 91,922 |
Interest Rate | 2.60% | 2.60% |
Principal Balance of Pledged /Secured Receivable | $ 77,183 | $ 105,023 |
2022 Term Securitization [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Receivable backed notes payable - non-recourse | $ 142,106 | |
Interest Rate | 4.60% | |
Principal Balance of Pledged /Secured Receivable | $ 160,000 | |
Minimum [Member] | Quorum Purchase Facility [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 4.95% | 4.95% |
Maximum [Member] | Quorum Purchase Facility [Member] | Non-Recourse Receivable Backed Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Interest Rate | 5.10% | 5.10% |
Debt (Junior Subordinated Deb_2
Debt (Junior Subordinated Debentures Outstanding) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Feb. 28, 2021 | |
Debt Instrument [Line Items] | |||
Carrying Value | $ 136,011 | $ 134,940 | |
Unamortized debt issuance costs | (8,057) | ||
Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Value | 136,011 | 134,940 | |
Unamortized debt issuance costs | (914) | (985) | |
Unamortized purchase discount | (33,972) | (34,972) | |
Bluegreen Statutory Trust II [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Value | $ 4,000 | ||
Woodbridge [Member] | Woodbridge - Levitt Capital Trust I-IV [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Value | 66,302 | 66,302 | |
Bluegreen [Member] | Bluegreen Statutory Trust I-VI [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Carrying Value | $ 104,595 | $ 104,595 | |
Minimum [Member] | Woodbridge [Member] | Levitt Capital Trust IV [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Maturity Years | 2035 | ||
Minimum [Member] | Woodbridge [Member] | Woodbridge - Levitt Capital Trust I-IV [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Effective rate | 7.47% | 3.93% | |
Minimum [Member] | Bluegreen [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Maturity Years | 2035 | ||
Minimum [Member] | Bluegreen [Member] | Bluegreen Statutory Trust I-VI [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Effective rate | 8.52% | 4.93% | |
Maximum [Member] | Woodbridge [Member] | Levitt Capital Trust IV [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Maturity Years | 2036 | ||
Maximum [Member] | Woodbridge [Member] | Woodbridge - Levitt Capital Trust I-IV [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Effective rate | 8.21% | 4.07% | |
Maximum [Member] | Bluegreen [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Maturity Years | 2037 | ||
Maximum [Member] | Bluegreen [Member] | Bluegreen Statutory Trust I-VI [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Effective rate | 9.26% | 5.12% | |
LIBOR [Member] | Minimum [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 3.80% | ||
LIBOR [Member] | Maximum [Member] | Junior Subordinated Debentures [Member] | |||
Debt Instrument [Line Items] | |||
Basis spread on rate | 4.85% |
Fair Value Of Financial Instr_3
Fair Value Of Financial Instruments (Carrying Amounts of Financial Instruments) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Carrying Amount [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | $ 175,683 | $ 140,225 |
Restricted cash | 50,845 | 42,854 |
Notes receivable, net | 552,490 | 446,322 |
Receivable-backed notes payable | 461,622 | 362,654 |
Lines-of-credit, notes payable, and receivable-backed notes payable | 218,738 | 97,125 |
Junior subordinated debentures | 136,011 | 134,940 |
Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Cash and cash equivalents | 175,683 | 140,225 |
Restricted cash | 50,845 | 42,854 |
Notes receivable, net | 720,171 | 607,881 |
Receivable-backed notes payable | 451,500 | 367,900 |
Lines-of-credit, notes payable, and receivable-backed notes payable | 215,400 | 95,400 |
Junior subordinated debentures | 102,000 | 133,500 |
Note Payable To BBX Capital, Inc. [Member] | Carrying Amount [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Note payable | 50,000 | 50,000 |
Note Payable To BBX Capital, Inc. [Member] | Fair Value [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Note payable | $ 46,635 | $ 50,340 |
Commitments And Contingencies (
Commitments And Contingencies (Narrative) (Details) | 1 Months Ended | 12 Months Ended | |||||||||||
Apr. 02, 2021 USD ($) | Oct. 07, 2019 USD ($) | Dec. 31, 2022 USD ($) item | Dec. 31, 2021 USD ($) | Jan. 31, 2021 USD ($) | Jan. 31, 2020 USD ($) | Jun. 30, 2019 USD ($) item $ / item | Dec. 31, 2022 USD ($) item | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2015 | Aug. 30, 2020 item | Nov. 20, 2019 USD ($) | |
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
Payments to subsidies | $ 27,500,000 | $ 24,900,000 | $ 24,000,000 | ||||||||||
Accrued liabilities and other | $ 110,048,000 | $ 100,131,000 | $ 110,048,000 | $ 100,131,000 | |||||||||
Average annual default rates | 8.30% | 6.90% | |||||||||||
Percent of total delinquencies subject to letters | 6.10% | 6.10% | |||||||||||
Number of stores vacation packages are sold | item | 129 | 129 | |||||||||||
Number of VOI owners in litigation | item | 100 | ||||||||||||
Subsidies To Certain HOAs [Member] | |||||||||||||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
Accrued liabilities and other | $ 600,000 | $ 200,000 | $ 600,000 | $ 200,000 | |||||||||
Bass Pro [Member] | |||||||||||||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
Litigation settlement | $ 20,000,000 | ||||||||||||
Settlement agreement, number of annual payments | item | 5 | ||||||||||||
Settlement agreement, payment amount | $ 4,000,000 | ||||||||||||
Number of stores requiring a fixed annual fee | item | 59 | ||||||||||||
Payments for legal settlements | 4,000,000 | 4,000,000 | $ 4,000,000 | $ 4,000,000 | |||||||||
Accrued claims | $ 3,800,000 | $ 7,300,000 | $ 3,800,000 | 7,300,000 | |||||||||
Cabela [Member] | |||||||||||||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
Number of stores requiring a fixed annual fee | item | 60 | ||||||||||||
Bass Pro And Cabela [Member] | |||||||||||||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
Settlement agreement, payment amount | $ 70,000 | ||||||||||||
Settlement agreement, fixed fee | $ 8,300,000 | ||||||||||||
Settlement agreement, fixed fee expensed | $ 8,300,000 | $ 7,400,000 | |||||||||||
Payment per vacation package sold | $ / item | 32 | ||||||||||||
Contribution To Foundation Per Net Package Sold | item | 5 | ||||||||||||
Contribution Annual Minimum | $ 700,000 | ||||||||||||
Reduction of traffic in stores percentage | 25% | ||||||||||||
Number of stores open | item | 129 | 129 | |||||||||||
New York Urban [Member] | |||||||||||||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
Damages sought from lawsuit | $ 70,000,000 | ||||||||||||
Damages sought from agreement termination | $ 50,000,000 | ||||||||||||
Management fee not paid | $ 6,500,000 | ||||||||||||
New York Urban [Member] | Minimum [Member] | |||||||||||||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
Damages sought from lawsuit | $ 10,000,000 | ||||||||||||
Notes Receivable Secured By VOIs [Member] | |||||||||||||
Purchase Commitment, Excluding Long-term Commitment [Line Items] | |||||||||||||
VOI sales volume, percentage | 17% | 19% |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | $ 80,797,000 | $ 80,815,000 | |
Federal and State NOL and tax credit carryforward | 88,640,000 | 88,722,000 | |
CARES Act, tax withholding deferral | 4,300,000 | ||
CARES Act, employee retention tax credits | 7,100,000 | ||
Unrecognized tax benefits | 0 | $ 0 | $ 0 |
Unrealized deferred tax asset | 7,800,000 | ||
Recognized interest or penalties | 0 | ||
BBX [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | 80,796,000 | ||
Non-Florida State NOLs [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Federal and State NOL and Credit Carryforward | 224,500,000 | ||
Non-Florida State NOLs [Member] | BBX [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | 3,735,000 | ||
Federal and State NOL and Credit Carryforward | 224,543,000 | ||
Federal NOL SRLY Limitation [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Limit in NOL carryforward due to merger | 788,000 | ||
Federal NOL SRLY Limitation [Member] | BBX [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | 44,169,000 | ||
Federal and State NOL and Credit Carryforward | 210,330,000 | ||
Florida NOL SRLY Limitation [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Limit in NOL carryforward due to merger | 513,000 | ||
Florida NOL SRLY Limitation [Member] | BBX [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | 30,521,000 | ||
Federal and State NOL and Credit Carryforward | 702,433,000 | ||
Other Federal Tax Credits-SRLY Limitation [Member] | BBX [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Valuation allowance | 2,371,000 | ||
Federal and State NOL and Credit Carryforward | 2,371,000 | ||
Federal NOL Section 382 Limitation [Member] | BBX [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Federal and State NOL and Credit Carryforward | 5,520,000 | ||
Florida NOL Section 382 Limitation [Member] | BBX [Member] | |||
Operating Loss Carryforwards [Line Items] | |||
Federal and State NOL and Credit Carryforward | $ 3,589,000 |
Income Taxes (Provision For Inc
Income Taxes (Provision For Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes [Abstract] | |||
Federal: Current | $ 6,483 | $ 13,690 | $ 2,775 |
Federal: Deferred | 12,964 | 6,752 | (3,048) |
Federal | 19,447 | 20,442 | (273) |
State and Other: Current | 2,199 | 2,509 | 567 |
State and Other: Deferred | 4,541 | 3,713 | (2,662) |
State and Other | 6,740 | 6,222 | (2,095) |
Total | $ 26,187 | $ 26,664 | $ (2,368) |
Income Taxes (Reasons For The D
Income Taxes (Reasons For The Difference Between Provision For Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes [Abstract] | |||
Income tax provision (benefit) at expected federal income tax rate | $ 22,562 | $ 20,530 | $ (9,823) |
Provision (benefit) for state taxes, net of federal effect | 5,325 | 4,915 | (1,655) |
Taxes related to noncontrolling interests in subsidiaries not consolidated for income tax purposes | (3,542) | (2,781) | (1,552) |
Non-deductible items | 2,083 | 3,945 | 10,205 |
Other - net | (241) | 55 | 457 |
Total | $ 26,187 | $ 26,664 | $ (2,368) |
Income Taxes (Schedule Of Defer
Income Taxes (Schedule Of Deferred Tax Assets And Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Income Taxes [Abstract] | ||
Allowance for loan losses, tax certificate losses and write downs for financial statement purposes | $ 37,180 | $ 25,162 |
Federal and State NOL and tax credit carryforward | 88,640 | 88,722 |
Real estate valuation | 5,402 | 5,421 |
Expenses recognized for books and deferred for tax | 968 | 2,645 |
Other | 5,208 | 3,570 |
Total gross deferred tax assets | 137,398 | 125,520 |
Valuation allowance | (80,797) | (80,815) |
Total deferred tax assets | 56,601 | 44,705 |
Installment sales treatment of notes | 142,254 | 112,059 |
Intangible assets | 14,179 | 14,152 |
Junior subordinate debentures | 7,874 | 8,131 |
Property and equipment | 4,681 | 5,239 |
Other | 806 | 812 |
Total gross deferred tax liabilities | 169,794 | 140,393 |
Net deferred tax liability | $ 113,193 | $ 95,688 |
Income Taxes (Summary Of NOL, C
Income Taxes (Summary Of NOL, Credit Carryforwards, Valuation Allowance) (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Tax Credit Carryforward [Line Items] | ||
Gross Deferred Tax Asset | $ 137,398 | $ 125,520 |
Valuation allowance | 80,797 | 80,815 |
Total deferred tax assets | 56,601 | $ 44,705 |
Non-Florida State NOLs [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Federal and State NOL and Credit Carryforward | 224,500 | |
BBX [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Gross Deferred Tax Asset | 88,639 | |
Valuation allowance | 80,796 | |
Total deferred tax assets | 7,843 | |
BBX [Member] | Non-Florida State NOLs [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Federal and State NOL and Credit Carryforward | 224,543 | |
Gross Deferred Tax Asset | 10,263 | |
Valuation allowance | 3,735 | |
Total deferred tax assets | 6,528 | |
BBX [Member] | Federal NOL SRLY Limitation [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Federal and State NOL and Credit Carryforward | 210,330 | |
Gross Deferred Tax Asset | 44,169 | |
Valuation allowance | 44,169 | |
BBX [Member] | Florida NOL SRLY Limitation [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Federal and State NOL and Credit Carryforward | 702,433 | |
Gross Deferred Tax Asset | 30,521 | |
Valuation allowance | 30,521 | |
BBX [Member] | Other Federal Tax Credits-SRLY Limitation [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Federal and State NOL and Credit Carryforward | 2,371 | |
Gross Deferred Tax Asset | 2,371 | |
Valuation allowance | 2,371 | |
BBX [Member] | Federal NOL Section 382 Limitation [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Federal and State NOL and Credit Carryforward | 5,520 | |
Gross Deferred Tax Asset | 1,159 | |
Total deferred tax assets | 1,159 | |
BBX [Member] | Florida NOL Section 382 Limitation [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Federal and State NOL and Credit Carryforward | 3,589 | |
Gross Deferred Tax Asset | 156 | |
Total deferred tax assets | $ 156 |
Equity (Common Stock, Repurchas
Equity (Common Stock, Repurchase, Cash Tender Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Dec. 31, 2022 | Mar. 31, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Feb. 15, 2023 | Aug. 31, 2021 | |
Class of Stock [Line Items] | ||||||
Shares repurchased, value | $ 27,300 | |||||
Purchase and retirement of shares, value | $ 54,437 | $ 27,275 | ||||
Repurchase of shares under program | $ 8,300 | $ 8,300 | ||||
Vested shares | ||||||
Subsequent Event [Member] | ||||||
Class of Stock [Line Items] | ||||||
Dividend payments | $ 3,200 | |||||
Class A Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Common Stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||
Voting power percentage | 22% | |||||
Common Stock, Shares, Outstanding | 12,165,825 | 12,165,825 | 17,118,392 | |||
Percent of total common equity | 78% | 78% | ||||
Number of shares repurchased | 1,911,980 | 1,182,339 | ||||
Shares repurchased, value | $ 54,400 | |||||
Class B Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Common Stock, par value | $ 0.01 | $ 0.01 | $ 0.01 | |||
Voting power percentage | 78% | |||||
Common Stock, Shares, Outstanding | 3,664,117 | 3,664,117 | 3,664,412 | |||
Percent of total common equity | 22% | 22% | ||||
Number of shares repurchased | 18,996 | |||||
Class A and B Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Share repurchase program, value | $ 40,000 | |||||
Stock Repurchase Increase in Authorized Amount | $ 50,000 | |||||
Cash Tender [Member] | ||||||
Class of Stock [Line Items] | ||||||
Purchase and retirement of shares, value | $ 76,000 | |||||
Cash Tender [Member] | Class A Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Purchase and retirement of common stock, shares | 3,040,882 | |||||
Share repurchased and retired, price per share | $ 25 | |||||
Decrease In Class B Common Stock, Scenario One [Member] | Class A Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Voting power percentage | 40% | |||||
Decrease In Class B Common Stock, Scenario One [Member] | Class B Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Voting power percentage | 60% | |||||
Common Stock, Shares, Outstanding | 360,000 | 360,000 | ||||
Decrease In Class B Common Stock, Scenario Two [Member] | Class A Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Voting power percentage | 53% | |||||
Decrease In Class B Common Stock, Scenario Two [Member] | Class B Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Voting power percentage | 47% | |||||
Common Stock, Shares, Outstanding | 280,000 | 280,000 | ||||
Decrease In Class B Common Stock, Scenario Three [Member] | Class B Common Stock [Member] | ||||||
Class of Stock [Line Items] | ||||||
Common Stock, Shares, Outstanding | 100,000 | 100,000 |
Equity (Restricted Stock And St
Equity (Restricted Stock And Stock Option Activity, Narrative) (Details) - USD ($) | 12 Months Ended | 18 Months Ended | ||||||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2022 | Oct. 31, 2022 | Jan. 31, 2022 | Jul. 31, 2021 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares granted | 445,535 | 468,439 | ||||||
Forfeited | 16,678 | 7,969 | ||||||
Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares authorized | 1,110,673 | 1,539,530 | 1,110,673 | |||||
Incremental compensation cost | $ 3,400,000 | $ 1,000,000 | $ 25,400,000 | |||||
Recognized tax benefit associated with the compensation expense | $ 0 | |||||||
Compensation costs recognition period | 4 years 6 months 14 days | |||||||
Unrecognized compensation cost | $ 15,200,000 | $ 15,200,000 | ||||||
Aggregate fair value | $ 4,200,000 | $ 6,200,000 | $ 9,700,000 | |||||
Fair value of shares vested | 16,700,000 | |||||||
2014 Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unrecognized incremental compensation cost | $ 19,800,000 | |||||||
Number of shares vested | 0 | |||||||
2014 Plan [Member] | Class A Common Stock [Member] | Accelerated Due To Spin-off [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares vested | 488,503 | 488,503 | ||||||
2014 Plan [Member] | Class B Common Stock [Member] | Accelerated Due To Spin-off [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares vested | 528,484 | 528,484 | ||||||
2014 Plan [Member] | Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Fair value of shares vested | $ 16,700,000 | |||||||
Incentive Plan 2021 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Number of shares granted | 0 | |||||||
Incentive Plan 2021 [Member] | Restricted Stock [Member] | Class A Common Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares authorized | 2,000,000 | |||||||
Remaining approved grants outstanding | 1,110,673 | 1,110,673 | ||||||
Number of shares granted | 913,974 | |||||||
Forfeited | 16,678 | 7,969 |
Equity (Summary Of Non-Vested R
Equity (Summary Of Non-Vested Restricted Stock And Restricted Stock Units) (Details) | 12 Months Ended | |
Dec. 31, 2022 $ / shares shares | Dec. 31, 2021 $ / shares shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Unvested balance outstanding, beginning of period | 460,470 | |
Granted | 445,535 | 468,439 |
Vested | ||
Forfeited | (16,678) | (7,969) |
Unvested balance outstanding, end of period | 889,327 | 460,470 |
Weighted Average Grant Date Fair Value, Beginning Balance | $ / shares | $ 20.72 | |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 23.34 | 20.72 |
Per Share Weighted Average Grant Date Fair Value, Vested | $ / shares | ||
Per Share Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 19.36 | 20.72 |
Per Share Weighted Average Grant Date Fair Value, Ending Balance | $ / shares | $ 22.06 | $ 20.72 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Available for grant | 1,110,673 | 1,539,530 |
Equity (Restricted Stock Awards
Equity (Restricted Stock Awards, Grants In Period, Weighted Average Grant Date Fair Value) (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 445,535 | 468,439 | |
Per Share Weighted Average Grant Date Fair Value | $ 23.34 | $ 20.72 | |
Incentive Plan 2014 [Member] | Restricted Stock [Member] | 1/21/2020 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 488,503 | ||
Per Share Weighted Average Grant Date Fair Value | $ 20.95 | ||
Requisite Service Period | 4 years | ||
Incentive Plan 2014 [Member] | Restricted Stock [Member] | 6/3/2021 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 468,439 | ||
Per Share Weighted Average Grant Date Fair Value | $ 20.72 | ||
Incentive Plan 2021 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 0 | ||
Incentive Plan 2021 [Member] | Restricted Stock [Member] | 1/19/2022 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 208,035 | ||
Per Share Weighted Average Grant Date Fair Value | $ 29.80 | ||
Requisite Service Period | 4 years | ||
Incentive Plan 2021 [Member] | Restricted Stock [Member] | 10/19/2022 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 237,500 | ||
Per Share Weighted Average Grant Date Fair Value | $ 17.69 | ||
Requisite Service Period | 5 years | ||
Incentive Plan 2021 [Member] | Restricted Stock [Member] | Share-Based Payment Arrangement, Tranche One [Member] | 6/3/2021 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 275,939 | ||
Incentive Plan 2021 [Member] | Restricted Stock [Member] | Share-Based Payment Arrangement, Tranche One [Member] | 1/19/2022 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 154,679 | ||
Requisite Service Period | 4 years | ||
Incentive Plan 2021 [Member] | Restricted Stock [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | 6/3/2021 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 192,500 | ||
Incentive Plan 2021 [Member] | Restricted Stock [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | 1/19/2022 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 53,356 | ||
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Requisite Service Period | 4 years | ||
Minimum [Member] | Incentive Plan 2014 [Member] | Restricted Stock [Member] | 6/3/2021 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Requisite Service Period | 4 years | ||
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Requisite Service Period | 10 years | ||
Maximum [Member] | Incentive Plan 2021 [Member] | Restricted Stock [Member] | 6/3/2021 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Requisite Service Period | 10 years |
Employee Benefit Plans And In_2
Employee Benefit Plans And Incentive Compensation Programs (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2022 USD ($) item | Dec. 31, 2021 USD ($) | Dec. 31, 2020 USD ($) | |
Defined Contribution Plan Disclosure [Line Items] | |||
Minimum age to participate in plan, in years | item | 18 | ||
Term of service to become eligible for retirement plan | 3 months | ||
Percentage of employer discretionary contribution | 4% | ||
Contribution expense recorded | $ | $ 7.7 | $ 6.7 | $ 5.7 |
401(k), Participant’s Contributions Not Exceeding 3% [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage employer matches of the employee's percentage contribution matched | 100% | ||
401(k), Participant’s Contributions Not Exceeding 3% [Member] | Maximum [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage of employees' pay for which the employer contributes a matching contribution | 3% | ||
401(k), Participant’s Contributions In Excess 3% But Not In Excess Of 5% [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage employer matches of the employee's percentage contribution matched | 50% | ||
401(k), Participant’s Contributions In Excess 3% But Not In Excess Of 5% [Member] | Maximum [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage of employees' pay for which the employer contributes a matching contribution | 5% | ||
401(k), Participant’s Contributions In Excess 3% But Not In Excess Of 5% [Member] | Minimum [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Percentage of employees' pay for which the employer contributes a matching contribution | 3% |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Aug. 31, 2020 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 05, 2021 | Sep. 30, 2020 | Apr. 18, 2020 | Apr. 17, 2020 | Apr. 30, 2015 | |
Related Party Transaction [Line Items] | |||||||||
Notes Payable | $ 461,622,000 | $ 362,654,000 | |||||||
Due to Related Parties | 50,000,000 | 50,000,000 | |||||||
Notes Payable To BBX Capital [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt instrument, face amount | 75,000,000 | $ 75,000,000 | |||||||
Notes Payable | $ 50,000,000 | 50,000,000 | |||||||
Interest rate | 6% | ||||||||
Abdo Companies Inc. [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Related party transaction, purchases from related party | $ 153,000 | 153,000 | $ 230,000 | ||||||
Bluegreen [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Consolidated Method Investment Ownership Percentage | 7% | ||||||||
Transition Services Agreement, reimbursement | 100,000 | 300,000 | |||||||
Cash dividends paid per share | $ 1.19 | ||||||||
Bluegreen [Member] | Other Notes Payable [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Debt instrument, face amount | $ 80,000,000 | ||||||||
Interest expense | 2,500,000 | ||||||||
Interest rate | 4% | 6% | |||||||
BBX [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Management services expenses | 2,000,000 | 1,200,000 | $ 1,500,000 | ||||||
Accrued service fees | $ 200,000 | $ 100,000 | |||||||
President And CEO [Member] | Class A and B Common Stock [Member] | |||||||||
Related Party Transaction [Line Items] | |||||||||
Percent of voting power | 81% |
Segment Reporting (Details)
Segment Reporting (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 817,676 | $ 674,609 | $ 440,090 | |
Other income, net | 2,014 | 813 | ||
Total revenues | 919,429 | 757,113 | 519,471 | |
General and administrative expenses | 574,532 | 465,806 | 370,935 | |
Other expense, net | 1,179 | |||
Interest income (other than interest earned on VOI notes receivable) | (99,739) | (81,691) | (79,381) | |
Interest expense | 42,953 | 35,329 | 36,795 | |
(Provision) benefit for income taxes | 26,187 | 26,664 | (2,368) | |
Net income (loss) from continuing operations | 81,251 | 71,932 | (44,406) | |
Discontinued operations, net of taxes | 900 | (27,937) | ||
Less: Net income attributable to Non-controlling interests | (16,866) | (14,102) | (8,186) | |
Net income attributable to BFC | 64,385 | 58,730 | (80,529) | |
General And Adminitrative Expense Of Share-Based Compensation | 3,400 | 1,000 | 25,400 | |
Reportable Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 920,390 | 760,936 | 523,501 | |
Segment Adjusted EBITDA | [1] | 243,125 | 216,992 | 112,344 |
General and administrative expenses | [2] | 99,505 | 90,606 | 127,475 |
Depreciation and amortization | 7,949 | 6,726 | 6,648 | |
Other expense, net | (2,014) | (1,033) | 207 | |
Loss on assets held for sale | 275 | 220 | 972 | |
Retail marketing reorganization | 5,040 | |||
Interest income (other than interest earned on VOI notes receivable) | (1,710) | (368) | (4,367) | |
Interest expense | 25,042 | 19,842 | 22,369 | |
(Provision) benefit for income taxes | 26,187 | 26,664 | (2,368) | |
Severance and other | 1,600 | 2,403 | 5,814 | |
Net income (loss) from continuing operations | 81,251 | 71,932 | (44,406) | |
Discontinued operations, net of taxes | (900) | 32,759 | ||
Less: Net income attributable to Non-controlling interests | 16,866 | 14,102 | 3,364 | |
Net income attributable to BFC | 64,385 | 58,730 | (80,529) | |
Corporate Expenses & Other [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 3,724 | 1,401 | 4,530 | |
Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | (4,685) | (5,224) | (8,560) | |
Sales Of VOIs And Financing [Member] | Reportable Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 724,748 | 580,619 | 354,941 | |
Segment Adjusted EBITDA | [1] | 159,304 | 138,078 | 46,909 |
Resort Operations And Club Management [Member] | Reportable Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 118,248 | 111,251 | 104,255 | |
Segment Adjusted EBITDA | [1] | 83,821 | 78,914 | 65,435 |
Bluegreen [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Less: Net income attributable to Non-controlling interests | (861) | (794) | ||
Sales of VOIs [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 535,725 | 353,768 | 173,997 | |
Interest income (other than interest earned on VOI notes receivable) | (98,000) | (81,300) | (77,500) | |
Fee-Based Sales Commission Revenue [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 72,647 | 128,321 | 89,965 | |
Other Fee-Based Services Revenue [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 131,910 | 123,454 | 111,823 | |
Cost Reimbursements [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | 77,394 | 69,066 | 64,305 | |
Cost Reimbursements [Member] | Reportable Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total revenues | $ 77,394 | $ 69,066 | $ 64,305 | |
[1] See Management’s Discussion and Analysis of Financial Condition and Results of Operations for information regarding Adjusted EBITDA, including the definition of Adjusted EBITDA. Included in general and administrative expenses for the years ended December 31, 2022, 2021, and 2020 is $ 3.4 million, $ 1.0 million, and $ 25.4 million, respectively, of share-based compensation . (2) See Management’s Discussion and Analysis of Financial Condition and Results of Operations for information regarding Adjusted EBITDA, including the definition of Adjusted EBITDA. |
Earnings (Loss) Per Share (Sche
Earnings (Loss) Per Share (Schedule Of Earnings Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | ||
Earnings (Loss) Per Share [Abstract] | ||||
Income (loss) from continuing operations | $ 81,251 | $ 71,932 | $ (44,406) | |
Less: Income attributable to noncontrolling interests - continuing operations | 16,866 | 14,102 | 8,186 | |
Income (loss) from continuing operations available to shareholders before discontinued operations | 64,385 | 57,830 | (52,592) | |
Discontinued operations | 900 | (32,759) | ||
Less: loss attributable to noncontrolling interests - discontinued operations | (4,822) | |||
Income (loss) from discontinued operations available to shareholders | 900 | (27,937) | ||
Net income (loss) attributable to shareholders | $ 64,385 | $ 58,730 | $ (80,529) | |
Basic weighted average number of common shares outstanding | 19,720,000 | 20,735,000 | 18,661,000 | |
Dilutive effect of restricted stock awards | 168,000 | 24,000 | ||
Diluted weighted average number of common shares outstanding | 19,888,000 | 20,759,000 | 18,661,000 | |
Basic earnings (loss) per share from continuing operations | $ 3.26 | $ 2.79 | $ (2.82) | |
Basic earnings (loss) per share from discontinued operations | 0.04 | (1.50) | ||
Basic earnings (loss) per share | [1] | 3.26 | 2.83 | (4.32) |
Diluted earnings (loss) per share from continuing operations | 3.24 | 2.79 | (2.82) | |
Diluted earnings (loss) per share from discontinued operations | 0.04 | (1.50) | ||
Diluted earnings (loss) per share | [1] | $ 3.24 | $ 2.83 | $ (4.32) |
[1] Basic and Diluted EPS are calculated the same for both Class A and B common shares. |
Discontinued Operations (Narrat
Discontinued Operations (Narrative) (Details) - USD ($) | Dec. 31, 2022 | Dec. 31, 2021 |
Discontinued Operations [Abstract] | ||
Discontinued operations total assets | $ 0 | $ 0 |
Discontinued operations total liabilities | $ 0 | $ 0 |
Discontinued Operations (Summar
Discontinued Operations (Summary Of Income (Loss) Of Discontinued Operations) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Loss on the deconsolidation of IT'SUGAR, LLC | $ (3,326) |
Loss from discontinued operations before income taxes | (41,593) |
BBX Capital, Inc. [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Revenues | 116,990 |
Costs and expenses | 155,713 |
Equity in net earnings of unconsolidated real estate joint ventures | 50 |
Foreign exchanges gain | 214 |
Loss on the deconsolidation of IT'SUGAR, LLC | (3,326) |
Other income | 192 |
Loss from discontinued operations before income taxes | (41,593) |
BBX Capital, Inc. [Member] | Trade Sales [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Revenues | 99,628 |
Costs and expenses | 80,154 |
BBX Capital, Inc. [Member] | Sales Of Real Estate Inventory [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Revenues | 14,248 |
Costs and expenses | 9,473 |
BBX Capital, Inc. [Member] | Interest Income [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Revenues | 586 |
BBX Capital, Inc. [Member] | Net Gains (Losses) On Sales Of Real Estate Assets [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Revenues | 130 |
BBX Capital, Inc. [Member] | Other Revenue [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Revenues | 2,398 |
BBX Capital, Inc. [Member] | Recoveries From Loan Losses, Net [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Costs and expenses | (5,844) |
BBX Capital, Inc. [Member] | Impairment Losses [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Costs and expenses | 31,588 |
BBX Capital, Inc. [Member] | Selling, General And Administrative Expenses [Member] | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Costs and expenses | $ 40,342 |
Discontinued Operations (Summ_2
Discontinued Operations (Summary Of Cash Flows Of Discontinued Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities: | |||
Net loss | $ 900 | $ (32,759) | |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Recoveries from loan losses, net, from discontinued operations | $ 100,431 | 72,788 | 56,941 |
Allowance for Loan and Lease Losses, Recoveries of Bad Debts | 5,844 | ||
Depreciation, amortization and accretion, net | 20,931 | 19,981 | 24,771 |
Share-based compensation expense | 3,384 | 1,036 | 25,417 |
Net gains on sales of real estate and property and equipment | 286 | 225 | 1,428 |
Equity earnings of unconsolidated real estate joint ventures | (49) | ||
Return on investment in unconsolidated real estate joint ventures | 3,933 | ||
Loss on the deconsolidation of IT'SUGAR, LLC | 3,326 | ||
Increase in deferred income tax asset | 17,505 | 10,374 | (9,243) |
Impairment losses | 31,588 | ||
Increase in trade inventory | (54,344) | 12,517 | (185) |
Increase in trade receivables | (206,599) | (109,761) | (17,722) |
Decrease in real estate inventory | 925 | ||
Increase in other assets | 5,235 | (14,100) | 14,051 |
Increase in other liabilities | 19,027 | 11,074 | (23,372) |
Investing activities: | |||
Return of investment in unconsolidated real estate joint ventures | 4,631 | ||
Investments in unconsolidated real estate joint ventures | (14,009) | ||
Proceeds from repayment of loans receivable | 6,127 | ||
Proceeds from sales of real estate | 2,151 | ||
Proceeds from sales of property and equipment | 190 | ||
Additions to real estate | (70) | ||
Purchases of property and equipment | $ (15,098) | $ (13,598) | (11,779) |
Other investing activities | (1,210) | ||
BBX Capital, Inc. [Member] | |||
Operating activities: | |||
Net loss | (32,759) | ||
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Recoveries from loan losses, net, from discontinued operations | (5,844) | ||
Depreciation, amortization and accretion, net | 5,468 | ||
Net gains on sales of real estate and property and equipment | (130) | ||
Equity earnings of unconsolidated real estate joint ventures | (49) | ||
Return on investment in unconsolidated real estate joint ventures | 3,933 | ||
Loss on the deconsolidation of IT'SUGAR, LLC | 3,326 | ||
Increase in deferred income tax asset | (8,834) | ||
Impairment losses | 31,588 | ||
Increase in trade inventory | (279) | ||
Increase in trade receivables | (2,336) | ||
Decrease in real estate inventory | 925 | ||
Net change in operating lease assets and liabilities | (964) | ||
Increase in other assets | (1,388) | ||
Increase in other liabilities | 6,512 | ||
Net cash used in operating activities | (831) | ||
Investing activities: | |||
Return of investment in unconsolidated real estate joint ventures | 4,631 | ||
Investments in unconsolidated real estate joint ventures | (14,009) | ||
Proceeds from repayment of loans receivable | 5,960 | ||
Proceeds from sales of real estate | 2,151 | ||
Additions to real estate | (70) | ||
Purchases of property and equipment | (4,032) | ||
Other investing activities | (1,065) | ||
Net cash used in investing activities | (6,434) | ||
Supplementary disclosure of non-cash investing activities: | |||
Increase in other assets upon issuance of Community Development District Bonds | 827 | ||
Assumption of Community Development District Bonds by homebuilders | $ 3,837 |
Noncontrolling Interests (Narra
Noncontrolling Interests (Narrative) (Details) | May 05, 2021 | Dec. 31, 2022 | Dec. 31, 2021 | May 10, 2021 |
Bluegreen [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Consolidated method ownership percentage | 93% | 100% | 93% | |
Consolidated Method Investment Ownership Percentage Acquired | 7% | |||
Bluegreen / Big Cedar Vacations, LCC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Consolidated method ownership percentage | 51% | 51% |
Noncontrolling Interests (Sched
Noncontrolling Interests (Schedule Of Income Attributable To Noncontrolling Interests) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | May 05, 2021 | |
Noncontrolling Interest [Line Items] | ||||
Net income attributable to noncontrolling interest - continuing operations | $ 16,866 | $ 14,102 | $ 8,186 | |
Bluegreen [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Net income attributable to noncontrolling interest - continuing operations | 861 | 794 | ||
Bluegreen/Big Cedar Vacations, LLC [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Net income attributable to noncontrolling interest - continuing operations | $ 16,866 | $ 13,241 | $ 7,392 | |
Bluegreen [Member] | Bluegreen [Member] | Bluegreen [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Percentage of ownership | 93% | |||
Bluegreen [Member] | Bluegreen/Big Cedar Vacations, LLC [Member] | Bluegreen [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Noncontrolling interest ownership percentage by noncontrolling owner | 51% |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||
Feb. 15, 2023 | Jan. 18, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Oct. 31, 2022 | Jan. 31, 2022 | Jun. 30, 2021 | |
Subsequent Event [Line Items] | |||||||
Number of shares granted | 445,535 | 468,439 | |||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Cash dividends declared date | Feb. 15, 2023 | ||||||
Cash dividend per share | $ 0.20 | ||||||
Aggregate cash dividends payable | $ 3.2 | ||||||
Cash dividends payable date | Mar. 20, 2023 | ||||||
Cash dividends record date | Mar. 06, 2023 | ||||||
Restricted Stock [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Aggregate fair value | $ 4.2 | $ 6.2 | $ 9.7 | ||||
Restricted Stock [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares granted | 318,811 | ||||||
Aggregate fair value | $ 8.9 | ||||||
Share-Based Payment Arrangement, Tranche One [Member] | Restricted Stock [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares granted | 150,000 | ||||||
Share-Based Payment Arrangement, Tranche Two [Member] | Restricted Stock [Member] | Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Number of shares granted | 168,811 | ||||||
Awards vesting period | 4 years |