x
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
DELAWARE
|
|
58-2086934
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(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. employer
Identification no.)
|
|
|
|
Title of Securities
|
|
Exchanges on Which Registered
|
Common Stock, $.001 par value per share
|
|
New York Stock Exchange
|
Class
|
|
Outstanding at November 8, 2018
|
Common Stock, $0.001 par value
|
|
33,522,046
|
|
|
|
|
|
|
|
|
•
|
the cyclical nature of the homebuilding industry and a potential deterioration in homebuilding industry conditions;
|
•
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economic changes nationally or in local markets, changes in consumer confidence, declines in employment or wage levels, inflation or increases in the quantity and decreases in the price of new homes and resale homes on the market;
|
•
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shortages of or increased prices for labor, land or raw materials used in housing production, and the level of quality and craftsmanship provided by our subcontractors;
|
•
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factors affecting margins, such as decreased land values underlying land option agreements, increased land development costs in communities under development or delays or difficulties in implementing initiatives to reduce our production and overhead cost structure;
|
•
|
the availability and cost of land and the risks associated with the future value of our inventory, such as additional asset impairment charges or write-downs;
|
•
|
estimates related to homes to be delivered in the future (backlog) are imprecise, as they are subject to various cancellation risks that cannot be fully controlled;
|
•
|
increases in mortgage interest rates, increased disruption in the availability of mortgage financing, continued changes in tax laws or otherwise regarding the deductibility of mortgage interest expenses and real estate taxes or an increased number of foreclosures;
|
•
|
our allocation of capital and the cost of and ability to access capital, due to factors such as limitations in the capital markets or adverse credit market conditions, and otherwise meet our ongoing liquidity needs, including the impact of any downgrades of our credit ratings or liquidity levels;
|
•
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our ability to reduce our outstanding indebtedness and to comply with covenants in our debt agreements or satisfy such obligations through repayment or refinancing;
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•
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increased competition or delays in reacting to changing consumer preferences in home design;
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•
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natural disasters and other related events that could result in delays in land development or home construction, increase our costs or decrease demand in the impacted areas;
|
•
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the potential recoverability of our deferred tax assets;
|
•
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potential delays or increased costs in obtaining necessary permits as a result of changes to, or complying with, laws, regulations or governmental policies, and possible penalties for failure to comply with such laws, regulations or governmental policies, including those related to the environment;
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•
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the results of litigation or government proceedings and fulfillment of any related obligations;
|
•
|
the impact of construction defect and home warranty claims, including water intrusion issues in Florida;
|
•
|
the cost and availability of insurance and surety bonds, as well as the sufficiency of these instruments to cover potential losses incurred;
|
•
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the impact of information technology failures, cybersecurity issues or data security breaches;
|
•
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terrorist acts, natural disasters, acts of war or other factors over which the Company has little or no control; or
|
•
|
the impact on homebuilding in key markets of governmental regulations limiting the availability of water.
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Segment/State
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|
Market(s)
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West:
|
|
|
Arizona
|
|
Phoenix
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California
|
|
Los Angeles County, Orange County, Riverside and San Bernardino Counties, San Diego County, Sacramento County, Yuba County
|
Nevada
|
|
Las Vegas
|
Texas
|
|
Dallas/Ft. Worth, Houston
|
East:
|
|
|
Indiana
|
|
Indianapolis
|
Maryland/Delaware
|
|
Baltimore, Howard, Metro-Washington, D.C./Sussex
|
Tennessee
|
|
Nashville
|
Virginia
|
|
Loudoun County, Prince William County, Stafford County, Spotsylvania County, Fredericksburg
|
Southeast:
|
|
|
Florida
|
|
Tampa/St. Petersburg, Orlando
|
Georgia
|
|
Atlanta, Savannah
|
North Carolina
|
|
Raleigh/Durham
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South Carolina
|
|
Charleston, Myrtle Beach
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2018
|
|
2017
|
|
2016
|
|||||||||||||||
($ in thousands)
|
Number of Homes Closed
|
|
Average Closing Price
|
|
Number of Homes Closed
|
|
Average Closing Price
|
|
Number of Homes Closed
|
|
Average Selling Price
|
|||||||||
West
|
2,895
|
|
|
$
|
345.3
|
|
|
2,527
|
|
|
$
|
336.9
|
|
|
2,508
|
|
|
$
|
326.1
|
|
East
|
1,221
|
|
|
418.3
|
|
|
1,382
|
|
|
386.1
|
|
|
1,373
|
|
|
368.0
|
|
|||
Southeast
|
1,651
|
|
|
343.5
|
|
|
1,616
|
|
|
316.1
|
|
|
1,538
|
|
|
300.1
|
|
|||
Total Company
|
5,767
|
|
|
$
|
360.2
|
|
|
5,525
|
|
|
$
|
343.1
|
|
|
5,419
|
|
|
$
|
329.4
|
|
|
September 30, 2018
|
|
September 30, 2017
|
|
September 30, 2016
|
|||||||||||||||
|
Units in Backlog
|
|
Dollar Value in Backlog (in millions)
|
|
Units in Backlog
|
|
Dollar Value in Backlog (in millions)
|
|
Units in Backlog
|
|
Dollar Value in Backlog (in millions)
|
|||||||||
West
|
858
|
|
|
$
|
305.5
|
|
|
879
|
|
|
$
|
306.0
|
|
|
828
|
|
|
$
|
278.5
|
|
East
|
281
|
|
|
127.5
|
|
|
413
|
|
|
161.7
|
|
|
444
|
|
|
168.5
|
|
|||
Southeast
|
493
|
|
|
195.0
|
|
|
563
|
|
|
198.1
|
|
|
644
|
|
|
205.6
|
|
|||
Total Company
|
1,632
|
|
|
$
|
628.0
|
|
|
1,855
|
|
|
$
|
665.8
|
|
|
1,916
|
|
|
$
|
652.7
|
|
ASP in backlog (in thousands)
|
|
|
$
|
384.8
|
|
|
|
|
$
|
358.9
|
|
|
|
|
$
|
340.6
|
|
•
|
internal and external demographic and marketing studies;
|
•
|
suitability for development during the time period of one to five years from the beginning of the development process to the last closing;
|
•
|
financial review as to the feasibility of the proposed project, including profit margins and returns on capital employed;
|
•
|
the ability to secure governmental approvals and entitlements;
|
•
|
environmental and legal due diligence;
|
•
|
competition in the area;
|
•
|
proximity to local traffic corridors and amenities; and
|
•
|
management's judgment of the real estate market and economic trends and our experience in a particular market.
|
|
Lots Owned
|
|
|
|
|
||||||||||||||||||
|
Lots with Homes Under Construction
(a)
|
|
Finished Lots
|
|
Lots Under Development
|
|
Lots Held for Future Development
|
|
Lots Held for Sale
|
|
Total Lots Owned
|
|
Total Lots Under Contract
|
|
Total Lots Controlled
|
||||||||
West
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Arizona
|
167
|
|
|
252
|
|
|
481
|
|
|
—
|
|
|
—
|
|
|
900
|
|
|
605
|
|
|
1,505
|
|
California
|
264
|
|
|
523
|
|
|
2,101
|
|
|
578
|
|
|
1
|
|
|
3,467
|
|
|
40
|
|
|
3,507
|
|
Nevada
|
174
|
|
|
372
|
|
|
482
|
|
|
239
|
|
|
—
|
|
|
1,267
|
|
|
601
|
|
|
1,868
|
|
Texas
|
558
|
|
|
1,204
|
|
|
2,439
|
|
|
—
|
|
|
—
|
|
|
4,201
|
|
|
2,478
|
|
|
6,679
|
|
Total West
|
1,163
|
|
|
2,351
|
|
|
5,503
|
|
|
817
|
|
|
1
|
|
|
9,835
|
|
|
3,724
|
|
|
13,559
|
|
East
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Indiana
|
103
|
|
|
188
|
|
|
690
|
|
|
—
|
|
|
40
|
|
|
1,021
|
|
|
97
|
|
|
1,118
|
|
Maryland/Delaware
|
112
|
|
|
90
|
|
|
544
|
|
|
93
|
|
|
7
|
|
|
846
|
|
|
644
|
|
|
1,490
|
|
New Jersey
|
—
|
|
|
—
|
|
|
—
|
|
|
117
|
|
|
—
|
|
|
117
|
|
|
—
|
|
|
117
|
|
Tennessee
|
112
|
|
|
131
|
|
|
715
|
|
|
—
|
|
|
101
|
|
|
1,059
|
|
|
137
|
|
|
1,196
|
|
Virginia
|
28
|
|
|
82
|
|
|
172
|
|
|
—
|
|
|
—
|
|
|
282
|
|
|
353
|
|
|
635
|
|
Total East
|
355
|
|
|
491
|
|
|
2,121
|
|
|
210
|
|
|
148
|
|
|
3,325
|
|
|
1,231
|
|
|
4,556
|
|
Southeast
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Florida
|
213
|
|
|
462
|
|
|
344
|
|
|
33
|
|
|
—
|
|
|
1,052
|
|
|
533
|
|
|
1,585
|
|
Georgia
|
246
|
|
|
366
|
|
|
462
|
|
|
—
|
|
|
86
|
|
|
1,160
|
|
|
525
|
|
|
1,685
|
|
North Carolina
|
95
|
|
|
125
|
|
|
40
|
|
|
21
|
|
|
—
|
|
|
281
|
|
|
314
|
|
|
595
|
|
South Carolina
|
139
|
|
|
445
|
|
|
1,132
|
|
|
68
|
|
|
36
|
|
|
1,820
|
|
|
346
|
|
|
2,166
|
|
Total Southeast
|
693
|
|
|
1,398
|
|
|
1,978
|
|
|
122
|
|
|
122
|
|
|
4,313
|
|
|
1,718
|
|
|
6,031
|
|
Corporate and unallocated
(b)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
42
|
|
|
42
|
|
|
—
|
|
|
42
|
|
Total
|
2,211
|
|
|
4,240
|
|
|
9,602
|
|
|
1,149
|
|
|
313
|
|
|
17,515
|
|
|
6,673
|
|
|
24,188
|
|
(In thousands)
|
Land Under Development
|
|
Land Held for Future Development
|
|
Land Held for Sale
|
||||||
West
|
$
|
509,406
|
|
|
$
|
58,125
|
|
|
$
|
—
|
|
East
|
185,462
|
|
|
14,077
|
|
|
4,580
|
|
|||
Southeast
|
212,925
|
|
|
10,971
|
|
|
3,177
|
|
|||
Corporate and unallocated
(a)
|
—
|
|
|
—
|
|
|
24
|
|
|||
Total
|
$
|
907,793
|
|
|
$
|
83,173
|
|
|
$
|
7,781
|
|
•
|
To treat all employees with dignity and respect. Employee diversity and inclusion are embraced and opportunities for training, growth, and advancement are strongly encouraged.
|
•
|
To uphold ethical standards and comply with applicable laws and our internal guidelines, including a Code of Conduct applicable to all employees and an actively-managed ethics hotline.
|
•
|
To promote the idea that the quality of our products and employee well-being are predicated on a safe and healthy work environment. Our Safety First culture focuses on the safety of our people at every level of the organization.
|
•
|
causing us to be unable to satisfy our obligations under our debt agreements;
|
•
|
making us more vulnerable to adverse general economic and industry conditions;
|
•
|
making it difficult to fund future working capital, land purchases, acquisitions, share repurchases, general corporate or other activities; and
|
•
|
causing us to be limited in our flexibility in planning for, or reacting to, changes in our business.
|
•
|
operating results that vary from the expectations of securities analysts and investors;
|
•
|
factors influencing home purchases, such as higher interest rates and availability of home mortgage loans, credit criteria applicable to prospective borrowers, ability to sell existing residences and homebuyer sentiment in general;
|
•
|
the operating and securities price performance of companies that investors consider comparable to us;
|
•
|
announcements of strategic developments, acquisitions and other material events by us or our competitors; and
|
•
|
changes in global financial markets and global economies and general market conditions, such as interest rates, commodity and equity prices and the value of financial assets.
|
•
|
the timing of home closings and land sales;
|
•
|
our ability to continue to acquire additional land or secure option contracts to acquire land on acceptable terms;
|
•
|
conditions of the real estate market in areas where we operate and of the general economy;
|
•
|
raw material and labor shortages;
|
•
|
seasonal home buying patterns; and
|
•
|
other changes in operating expenses, including the cost of labor and raw materials, personnel and general economic conditions.
|
|
|
1st Qtr
|
|
2nd Qtr
|
|
3rd Qtr
|
|
4th Qtr
|
||||||||
Fiscal Year Ended September 30, 2018
|
|
|
|
|
|
|
|
|
||||||||
High
|
|
$
|
23.24
|
|
|
$
|
20.94
|
|
|
$
|
17.46
|
|
|
$
|
16.08
|
|
Low
|
|
$
|
18.66
|
|
|
$
|
15.02
|
|
|
$
|
14.05
|
|
|
$
|
10.46
|
|
Fiscal Year Ended September 30, 2017
|
|
|
|
|
|
|
|
|
||||||||
High
|
|
$
|
15.80
|
|
|
$
|
14.82
|
|
|
$
|
15.10
|
|
|
$
|
18.75
|
|
Low
|
|
$
|
9.67
|
|
|
$
|
11.18
|
|
|
$
|
11.58
|
|
|
$
|
13.09
|
|
Plan Category
|
|
Number of Common Shares to be Issued Upon Exercise of Outstanding Options, Warrants and Rights
|
|
Weighted-Average Exercise Price of Outstanding Options, Warrants and Rights
|
|
Number of Common Shares Remaining Available for Future Issuance Under Equity Compensation Plans
|
Equity compensation plans approved by stockholders
|
|
533,052
|
|
$14.26
|
|
2,066,189
|
|
|
Fiscal Year Ended September 30,
|
|||||||||
|
|
2014
|
2015
|
2016
|
2017
|
2018
|
|||||
u
|
Beazer Homes USA, Inc.
|
93.22
|
|
74.06
|
|
64.78
|
|
104.11
|
|
58.33
|
|
g
|
S&P 500 Index
|
119.73
|
|
119.00
|
|
137.36
|
|
162.92
|
|
192.10
|
|
p
|
S&P 500 Homebuilding Index
|
108.26
|
|
137.15
|
|
136.18
|
|
179.31
|
|
173.30
|
|
|
Fiscal Year Ended September 30,
|
||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
|
($ in millions, except per share amounts and unit data)
|
||||||||||||||||||
Statements of Operations Data:
(a)
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
2,107
|
|
|
$
|
1,916
|
|
|
$
|
1,822
|
|
|
$
|
1,627
|
|
|
$
|
1,464
|
|
Gross profit
|
345
|
|
|
313
|
|
|
297
|
|
|
272
|
|
|
263
|
|
|||||
Gross margin
(b)
|
16.4
|
%
|
|
16.3
|
%
|
|
16.3
|
%
|
|
16.7
|
%
|
|
18.0
|
%
|
|||||
Operating income
|
$
|
82
|
|
|
$
|
62
|
|
|
$
|
59
|
|
|
$
|
52
|
|
|
$
|
56
|
|
(Loss) income from continuing operations
|
(45
|
)
|
|
32
|
|
|
5
|
|
|
347
|
|
|
35
|
|
|||||
(Loss) income per share from continuing operations - basic
|
(1.40
|
)
|
|
1.00
|
|
|
0.16
|
|
|
12.54
|
|
|
1.35
|
|
|||||
(Loss) income per share from continuing operations - diluted
|
(1.40
|
)
|
|
0.99
|
|
|
0.16
|
|
|
10.91
|
|
|
1.10
|
|
|||||
Net (loss) income
(c)
|
$
|
(45.4
|
)
|
|
$
|
31.8
|
|
|
$
|
4.7
|
|
|
$
|
344.1
|
|
|
$
|
34.4
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Balance Sheet Data (end of year):
(d)
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash, cash equivalents and restricted cash
|
$
|
153
|
|
|
$
|
305
|
|
|
$
|
243
|
|
|
$
|
290
|
|
|
$
|
387
|
|
Inventory
|
1,692
|
|
|
1,543
|
|
|
1,569
|
|
|
1,698
|
|
|
1,561
|
|
|||||
Total assets
|
2,128
|
|
|
2,221
|
|
|
2,213
|
|
|
2,409
|
|
|
2,050
|
|
|||||
Total debt
|
1,231
|
|
|
1,327
|
|
|
1,332
|
|
|
1,516
|
|
|
1,520
|
|
|||||
Stockholders' equity
|
644
|
|
|
682
|
|
|
643
|
|
|
630
|
|
|
279
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Supplemental Financial Data:
(d)
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash provided by (used in):
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating activities
|
$
|
30
|
|
|
$
|
96
|
|
|
$
|
163
|
|
|
$
|
(81
|
)
|
|
$
|
(160
|
)
|
Investing activities
|
(74
|
)
|
|
(14
|
)
|
|
(13
|
)
|
|
3
|
|
|
(18
|
)
|
|||||
Financing activities
|
(108
|
)
|
|
(21
|
)
|
|
(198
|
)
|
|
(19
|
)
|
|
12
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Financial Statistics:
(d)
|
|
|
|
|
|
|
|
|
|
||||||||||
Total debt as a percentage of total debt and stockholders' equity (end of year)
|
65.7
|
%
|
|
66.0
|
%
|
|
67.4
|
%
|
|
70.6
|
%
|
|
84.5
|
%
|
|||||
Net debt as a percentage of net debt and stockholders' equity (end of year)
(e)
|
62.9
|
%
|
|
60.3
|
%
|
|
63.2
|
%
|
|
66.3
|
%
|
|
80.8
|
%
|
|||||
Adjusted EBITDA from total operations
(f)
|
$
|
204.7
|
|
|
$
|
178.8
|
|
|
$
|
156.3
|
|
|
$
|
144.1
|
|
|
$
|
133.2
|
|
Adjusted EBITDA margin from total operations
(g)
|
9.7
|
%
|
|
9.3
|
%
|
|
8.6
|
%
|
|
8.9
|
%
|
|
9.1
|
%
|
|||||
Operating Statistics from continuing operations:
|
|
|
|
|
|
|
|
|
|
||||||||||
New orders, net
|
5,544
|
|
|
5,464
|
|
|
5,297
|
|
|
5,358
|
|
|
4,748
|
|
|||||
Closings
|
5,767
|
|
|
5,525
|
|
|
5,419
|
|
|
5,010
|
|
|
4,951
|
|
|||||
Average selling price on closings (in thousands)
|
$
|
360.2
|
|
|
$
|
343.1
|
|
|
$
|
329.4
|
|
|
$
|
313.5
|
|
|
$
|
284.8
|
|
Units in backlog (end of year)
|
1,632
|
|
|
1,855
|
|
|
1,916
|
|
|
2,038
|
|
|
1,690
|
|
|||||
Average selling price in backlog (end of year; in thousands)
|
$
|
384.8
|
|
|
$
|
358.9
|
|
|
$
|
340.6
|
|
|
$
|
327.6
|
|
|
$
|
305.3
|
|
|
Fiscal Year Ended September 30,
|
||||||||||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
||||||||||
Net (loss) income
|
$
|
(45,375
|
)
|
|
$
|
31,813
|
|
|
$
|
4,693
|
|
|
$
|
344,094
|
|
|
$
|
34,383
|
|
Expense (benefit) from income taxes
|
94,373
|
|
|
2,621
|
|
|
16,224
|
|
|
(325,927
|
)
|
|
(41,802
|
)
|
|||||
Interest amortized to home construction and land sales expenses and capitalized interest impaired
|
91,331
|
|
|
88,820
|
|
|
79,322
|
|
|
56,164
|
|
|
41,065
|
|
|||||
Interest expense not qualified for capitalization
|
5,325
|
|
|
15,636
|
|
|
25,388
|
|
|
29,822
|
|
|
50,784
|
|
|||||
EBIT
|
145,654
|
|
|
138,890
|
|
|
125,627
|
|
|
104,153
|
|
|
84,430
|
|
|||||
Depreciation and amortization and stock-based compensation amortization
|
24,065
|
|
|
22,173
|
|
|
21,752
|
|
|
19,473
|
|
|
15,866
|
|
|||||
EBITDA
|
169,719
|
|
|
161,063
|
|
|
147,379
|
|
|
123,626
|
|
|
100,296
|
|
|||||
Loss on extinguishment of debt
|
27,839
|
|
|
12,630
|
|
|
13,423
|
|
|
80
|
|
|
19,917
|
|
|||||
Inventory impairments and abandonments
(a)
|
6,770
|
|
|
2,389
|
|
|
14,572
|
|
|
3,109
|
|
|
8,062
|
|
|||||
Joint venture impairment and abandonment charges
|
341
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Unexpected warranty costs related to Florida stucco issues (net of expected insurance recoveries)
|
—
|
|
|
—
|
|
|
(3,612
|
)
|
|
13,582
|
|
|
4,290
|
|
|||||
Unexpected warranty costs related to water intrusion issues in New Jersey (net of expected insurance recoveries)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
648
|
|
|||||
Additional insurance recoveries from third-party insurer
|
—
|
|
|
—
|
|
|
(15,500
|
)
|
|
—
|
|
|
—
|
|
|||||
Litigation settlement in discontinued operations
|
—
|
|
|
—
|
|
|
—
|
|
|
3,660
|
|
|
—
|
|
|||||
Write-off of deposit on legacy land investment
|
—
|
|
|
2,700
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Adjusted EBITDA
|
$
|
204,669
|
|
|
$
|
178,782
|
|
|
$
|
156,262
|
|
|
$
|
144,057
|
|
|
$
|
133,213
|
|
•
|
Income tax expense from continuing operations was
$94.5 million
and
$2.7 million
for fiscal
2018
and fiscal
2017
, respectively. Income tax expense in fiscal 2018 was impacted by a $110.1 million charge from the remeasurement of our deferred tax assets as a result of the reduced federal corporate tax rate related to the Tax Cuts and Jobs Act enacted on December 22, 2017, partially offset by an income tax benefit of
$27.4 million
related to the release of the valuation allowance on a portion of our deferred tax assets. Refer to Note 13 of the notes to the consolidated financial statements for additional discussion of these matters.
|
•
|
We recognized
$27.8 million
in loss on extinguishment of debt in fiscal 2018, an increase of $15.2 million compared to the prior fiscal year.
|
•
|
We recorded
$6.5 million
in impairment and abandonment charges in fiscal
2018
, an increase of
$4.1 million
from the prior year.
|
•
|
In October 2017, we issued and sold
$400.0 million
of Senior Notes due October 2027. The proceeds from the 2027 Notes were principally used to fund the repayment of $225.0 million of our 2019 Notes and $175.0 million of our 2023 Notes.
|
•
|
During September 2018, we redeemed the remaining $96.4 million principal balance of our 2019 Notes.
|
•
|
Sales per community per month was
3.0
and
2.9
for the fiscal years ended
September 30, 2018
and
2017
, respectively.
We improved our sales absorptions on a year-over-year basis, resulting in sales absorptions for the current year within our targeted range of
2.8 to 3.2
sales per community per month as established in our “2B-10” plan. We continue to believe that we are among the industry leaders in sales absorption rates and are focused on driving further increases in our sales pace moving forward.
|
•
|
We ended the year with an active community count of
160
, which was
3.2%
higher than the prior year.
This increase in community count was anticipated, as we placed additional emphasis during fiscal
2017
on land and land development activities. Furthermore, we capitalized on the strategic opportunity to acquire Venture Homes in fiscal
2018
, which contributed to our overall community count and increased our presence in the Atlanta market.
|
•
|
Our ASP for homes closed during the fiscal year ended
September 30, 2018
was
$360.2 thousand
, up
5.0%
compared to the prior year.
The year-over-year improvement in ASP on closings was primarily a function of geographic mix and product shift, though we also benefited from pricing power in some markets. In addition, we ended fiscal
2018
with an ASP of
$384.8 thousand
for our units in backlog, indicating that price growth should continue to persist in the near future. Our targeted “2B-10” metric for ASP was a range of
$340.0 thousand
to
$350.0 thousand
.
|
•
|
Homebuilding gross margin excluding impairments and abandonments and interest for the fiscal year ended
September 30, 2018
was
21.2%
, which remains consistent with the prior year.
The current year adjusted gross margin is within the “2B-10” target for our homebuilding margin of between
21.0%
and
22.0%
(excluding impairments and abandonments and interest amortized to homebuilding cost of sales).
|
•
|
SG&A for the fiscal year ended
September 30, 2018
was
11.8%
of total revenue compared with
12.4%
a year earlier.
SG&A as a percentage of total revenue declined in the current year due to our continued focus on improving overhead cost management in relation to our revenue growth. We completed the year with SG&A as a percentage of total revenue within the "2B-10" target range of 11.0% to 12.0%.
|
|
Fiscal Year Ended September 30,
|
||||||||||
($ in thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Revenues:
|
|
|
|
|
|
||||||
Homebuilding
|
$
|
2,077,360
|
|
|
$
|
1,895,855
|
|
|
$
|
1,784,777
|
|
Land sales and other
|
29,773
|
|
|
20,423
|
|
|
37,337
|
|
|||
Total
|
$
|
2,107,133
|
|
|
$
|
1,916,278
|
|
|
$
|
1,822,114
|
|
Gross profit:
|
|
|
|
|
|
||||||
Homebuilding
|
$
|
348,275
|
|
|
$
|
312,201
|
|
|
$
|
293,860
|
|
Land sales and other
|
(3,260
|
)
|
|
663
|
|
|
3,347
|
|
|||
Total
|
$
|
345,015
|
|
|
$
|
312,864
|
|
|
$
|
297,207
|
|
Gross margin:
|
|
|
|
|
|
||||||
Homebuilding
(a)
|
16.8
|
%
|
|
16.5
|
%
|
|
16.5
|
%
|
|||
Land sales and other
|
(10.9
|
)%
|
|
3.2
|
%
|
|
9.0
|
%
|
|||
Total
|
16.4
|
%
|
|
16.3
|
%
|
|
16.3
|
%
|
|||
Commissions
|
$
|
81,002
|
|
|
$
|
74,811
|
|
|
$
|
70,460
|
|
G&A
(b)
|
$
|
168,658
|
|
|
$
|
161,906
|
|
|
$
|
153,628
|
|
SG&A (commissions plus G&A) as a percentage of total revenue
|
11.8
|
%
|
|
12.4
|
%
|
|
12.3
|
%
|
|||
G&A as a percentage of total revenue
|
8.0
|
%
|
|
8.4
|
%
|
|
8.4
|
%
|
|||
Depreciation and amortization
|
$
|
13,807
|
|
|
$
|
14,009
|
|
|
$
|
13,794
|
|
Operating income
|
$
|
81,548
|
|
|
$
|
62,138
|
|
|
$
|
59,325
|
|
Operating income as a percentage of total revenue
|
3.9
|
%
|
|
3.2
|
%
|
|
3.3
|
%
|
|||
Effective tax rate
(c)
|
191.1
|
%
|
|
7.8
|
%
|
|
76.0
|
%
|
|||
Equity in income of unconsolidated entities
|
$
|
34
|
|
|
$
|
371
|
|
|
$
|
131
|
|
Loss on extinguishment of debt
|
$
|
27,839
|
|
|
$
|
12,630
|
|
|
$
|
13,423
|
|
|
New Orders, net
|
|
Cancellation Rates
|
||||||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
|
2018
|
|
2017
|
|
2016
|
||||||||
West
|
2,874
|
|
|
2,578
|
|
|
2,381
|
|
|
11.5
|
%
|
|
8.3
|
%
|
|
18.4
|
%
|
|
18.1
|
%
|
|
21.9
|
%
|
East
|
1,089
|
|
|
1,351
|
|
|
1,330
|
|
|
(19.4
|
)%
|
|
1.6
|
%
|
|
20.9
|
%
|
|
18.1
|
%
|
|
20.1
|
%
|
Southeast
|
1,581
|
|
|
1,535
|
|
|
1,586
|
|
|
3.0
|
%
|
|
(3.2
|
)%
|
|
16.2
|
%
|
|
19.4
|
%
|
|
18.2
|
%
|
Total
|
5,544
|
|
|
5,464
|
|
|
5,297
|
|
|
1.5
|
%
|
|
3.2
|
%
|
|
18.3
|
%
|
|
18.5
|
%
|
|
20.4
|
%
|
|
As of September 30,
|
|
|
|
|
||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
||||||||
Backlog Units:
|
|
|
|
|
|
|
|
|
|
||||||||
West
|
858
|
|
|
879
|
|
|
828
|
|
|
(2.4
|
)%
|
|
6.2
|
%
|
|||
East
|
281
|
|
|
413
|
|
|
444
|
|
|
(32.0
|
)%
|
|
(7.0
|
)%
|
|||
Southeast
|
493
|
|
|
563
|
|
|
644
|
|
|
(12.4
|
)%
|
|
(12.6
|
)%
|
|||
Total
|
1,632
|
|
|
1,855
|
|
|
1,916
|
|
|
(12.0
|
)%
|
|
(3.2
|
)%
|
|||
Aggregate dollar value of homes in backlog (in millions)
|
$
|
628.0
|
|
|
$
|
665.8
|
|
|
$
|
652.7
|
|
|
(5.7
|
)%
|
|
2.0
|
%
|
ASP in backlog (in thousands)
|
$
|
384.8
|
|
|
$
|
358.9
|
|
|
$
|
340.6
|
|
|
7.2
|
%
|
|
5.4
|
%
|
|
Homebuilding Revenue
|
|
Average Selling Price
|
||||||||||||||||||||||||||||||||
($ in thousands)
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
||||||||||||||||
West
|
$
|
999,599
|
|
|
$
|
851,472
|
|
|
$
|
817,971
|
|
|
17.4
|
%
|
|
4.1
|
%
|
|
$
|
345.3
|
|
|
$
|
336.9
|
|
|
$
|
326.1
|
|
|
2.5
|
%
|
|
3.3
|
%
|
East
|
510,710
|
|
|
533,585
|
|
|
505,198
|
|
|
(4.3
|
)%
|
|
5.6
|
%
|
|
418.3
|
|
|
386.1
|
|
|
368.0
|
|
|
8.3
|
%
|
|
4.9
|
%
|
||||||
Southeast
|
567,051
|
|
|
510,798
|
|
|
461,608
|
|
|
11.0
|
%
|
|
10.7
|
%
|
|
343.5
|
|
|
316.1
|
|
|
300.1
|
|
|
8.7
|
%
|
|
5.3
|
%
|
||||||
Total
|
$
|
2,077,360
|
|
|
$
|
1,895,855
|
|
|
$
|
1,784,777
|
|
|
9.6
|
%
|
|
6.2
|
%
|
|
$
|
360.2
|
|
|
$
|
343.1
|
|
|
$
|
329.4
|
|
|
5.0
|
%
|
|
4.2
|
%
|
|
Closings
|
|||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
|||||
West
|
2,895
|
|
|
2,527
|
|
|
2,508
|
|
|
14.6
|
%
|
|
0.8
|
%
|
East
|
1,221
|
|
|
1,382
|
|
|
1,373
|
|
|
(11.6
|
)%
|
|
0.7
|
%
|
Southeast
|
1,651
|
|
|
1,616
|
|
|
1,538
|
|
|
2.2
|
%
|
|
5.1
|
%
|
Total
|
5,767
|
|
|
5,525
|
|
|
5,419
|
|
|
4.4
|
%
|
|
2.0
|
%
|
($ in thousands)
|
Fiscal Year Ended September 30, 2018
|
|||||||||||||||||||||||||||
|
HB Gross
Profit (Loss)
|
|
HB Gross
Margin
|
|
Impairments &
Abandonments
(I&A)
|
|
HB Gross
Profit (Loss) w/o
(a)
I&A
|
|
HB Gross
Margin w/o
I&A
|
|
Interest
Amortized to COS (Interest)
|
|
HB Gross Profit
w/o I&A and
Interest
|
|
HB Gross Margin
w/o I&A and
Interest
|
|||||||||||||
West
|
$
|
228,637
|
|
|
22.9
|
%
|
|
$
|
—
|
|
|
$
|
228,637
|
|
|
22.9
|
%
|
|
$
|
—
|
|
|
$
|
228,637
|
|
|
22.9
|
%
|
East
|
102,346
|
|
|
20.0
|
%
|
|
—
|
|
|
102,346
|
|
|
20.0
|
%
|
|
—
|
|
|
102,346
|
|
|
20.0
|
%
|
|||||
Southeast
|
104,051
|
|
|
18.3
|
%
|
|
793
|
|
|
104,844
|
|
|
18.5
|
%
|
|
—
|
|
|
104,844
|
|
|
18.5
|
%
|
|||||
Corporate & unallocated
|
(86,759
|
)
|
|
|
|
212
|
|
|
(86,547
|
)
|
|
|
|
91,132
|
|
|
4,585
|
|
|
|
||||||||
Total homebuilding
|
$
|
348,275
|
|
|
16.8
|
%
|
|
$
|
1,005
|
|
|
$
|
349,280
|
|
|
16.8
|
%
|
|
$
|
91,132
|
|
|
$
|
440,412
|
|
|
21.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
($ in thousands)
|
Fiscal Year Ended September 30, 2017
|
|||||||||||||||||||||||||||
|
HB Gross
Profit (Loss)
|
|
HB Gross
Margin
|
|
Impairments &
Abandonments
(I&A)
|
|
HB Gross
Profit (Loss) w/o I&A |
|
HB Gross
Margin w/o
I&A
|
|
Interest
Amortized to COS (Interest) |
|
HB Gross Profit
w/o I&A and
Interest
|
|
HB Gross Margin
w/o I&A and
Interest
|
|||||||||||||
West
|
$
|
186,629
|
|
|
21.9
|
%
|
|
$
|
1,625
|
|
|
$
|
188,254
|
|
|
22.1
|
%
|
|
$
|
—
|
|
|
$
|
188,254
|
|
|
22.1
|
%
|
East
|
109,289
|
|
|
20.5
|
%
|
|
188
|
|
|
109,477
|
|
|
20.5
|
%
|
|
—
|
|
|
109,477
|
|
|
20.5
|
%
|
|||||
Southeast
|
103,193
|
|
|
20.2
|
%
|
|
—
|
|
|
103,193
|
|
|
20.2
|
%
|
|
—
|
|
|
103,193
|
|
|
20.2
|
%
|
|||||
Corporate & unallocated
|
(86,910
|
)
|
|
|
|
68
|
|
|
(86,842
|
)
|
|
|
|
88,764
|
|
|
1,922
|
|
|
|
||||||||
Total homebuilding
|
$
|
312,201
|
|
|
16.5
|
%
|
|
$
|
1,881
|
|
|
$
|
314,082
|
|
|
16.6
|
%
|
|
$
|
88,764
|
|
|
$
|
402,846
|
|
|
21.2
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
($ in thousands)
|
Fiscal Year Ended September 30, 2016
|
|||||||||||||||||||||||||||
|
HB Gross
Profit (Loss) |
|
HB Gross
Margin |
|
Impairments &
Abandonments (I&A) |
|
HB Gross
Profit (Loss) w/o I&A |
|
HB Gross
Margin w/o I&A |
|
Interest
Amortized to COS
(Interest)
|
|
HB Gross Profit
w/o I&A and Interest |
|
HB Gross Margin
w/o I&A and Interest |
|||||||||||||
West
|
$
|
169,603
|
|
|
20.7
|
%
|
|
$
|
6,729
|
|
|
$
|
176,332
|
|
|
21.6
|
%
|
|
$
|
—
|
|
|
$
|
176,332
|
|
|
21.6
|
%
|
East
|
89,572
|
|
|
17.7
|
%
|
|
5,894
|
|
|
95,466
|
|
|
18.9
|
%
|
|
—
|
|
|
95,466
|
|
|
18.9
|
%
|
|||||
Southeast
|
92,573
|
|
|
20.1
|
%
|
|
788
|
|
|
93,361
|
|
|
20.2
|
%
|
|
—
|
|
|
93,361
|
|
|
20.2
|
%
|
|||||
Corporate & unallocated
|
(57,888
|
)
|
|
|
|
1,101
|
|
|
(56,787
|
)
|
|
|
|
77,941
|
|
|
21,154
|
|
|
|
||||||||
Total homebuilding
|
$
|
293,860
|
|
|
16.5
|
%
|
|
$
|
14,512
|
|
|
$
|
308,372
|
|
|
17.3
|
%
|
|
$
|
77,941
|
|
|
$
|
386,313
|
|
|
21.6
|
%
|
Unexpected warranty costs related to Florida stucco issues (net of expected insurance recoveries)
|
(3,612
|
)
|
|
|
|
|
|
|
|
|
|
|
|
(3,612
|
)
|
|
|
|||||||||||
Additional insurance recoveries from third-party insurer
|
(15,500
|
)
|
|
|
|
|
|
|
|
|
|
|
|
(15,500
|
)
|
|
|
|||||||||||
Adjusted homebuilding
|
$
|
274,748
|
|
|
15.4
|
%
|
|
|
|
|
|
|
|
|
|
$
|
367,201
|
|
|
20.6
|
%
|
Homebuilding Gross Margin from previously impaired communities:
|
|
|
Pre-impairment turn gross margin
|
(13.9
|
)%
|
Impact of interest amortized to COS related to these communities
|
15.7
|
%
|
Pre-impairment turn gross margin, excluding interest amortization
|
1.8
|
%
|
Impact of impairment turns
|
16.1
|
%
|
Gross margin (post impairment turns), excluding interest amortization
|
17.9
|
%
|
($ in thousands)
|
Land Sales and Other Revenues
|
||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
||||||||
West
|
$
|
15,204
|
|
|
$
|
1,758
|
|
|
$
|
9,936
|
|
|
764.8
|
%
|
|
(82.3
|
)%
|
East
|
13,853
|
|
|
17,837
|
|
|
21,751
|
|
|
(22.3
|
)%
|
|
(18.0
|
)%
|
|||
Southeast
|
716
|
|
|
828
|
|
|
5,650
|
|
|
(13.5
|
)%
|
|
(85.3
|
)%
|
|||
Total
|
$
|
29,773
|
|
|
$
|
20,423
|
|
|
$
|
37,337
|
|
|
45.8
|
%
|
|
(45.3
|
)%
|
|
|
|
|
|
|
|
|
|
|
||||||||
($ in thousands)
|
Land Sales and Other Gross Profit (Loss)
|
||||||||||||||||
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
||||||||
West
|
$
|
1,708
|
|
|
$
|
732
|
|
|
$
|
2,921
|
|
|
133.3
|
%
|
|
(74.9
|
)%
|
East
|
321
|
|
|
(119
|
)
|
|
678
|
|
|
369.7
|
%
|
|
(117.6
|
)%
|
|||
Southeast
|
(3,153
|
)
|
|
50
|
|
|
598
|
|
|
(6,406.0
|
)%
|
|
(91.6
|
)%
|
|||
Corporate and unallocated
(a)
|
(2,136
|
)
|
|
—
|
|
|
(850
|
)
|
|
n/m
|
|
|
n/m
|
|
|||
Total
|
$
|
(3,260
|
)
|
|
$
|
663
|
|
|
$
|
3,347
|
|
|
(591.7
|
)%
|
|
(80.2
|
)%
|
|
Fiscal Year Ended September 30,
|
|
|
|
|
||||||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
|
18 v 17
|
|
17 v 16
|
||||||||||
West
|
$
|
142,310
|
|
|
$
|
110,600
|
|
|
$
|
99,835
|
|
|
$
|
31,710
|
|
|
$
|
10,765
|
|
East
(a)
|
57,372
|
|
|
58,191
|
|
|
42,205
|
|
|
(819
|
)
|
|
15,986
|
|
|||||
Southeast
(b)
|
45,950
|
|
|
53,905
|
|
|
49,250
|
|
|
(7,955
|
)
|
|
4,655
|
|
|||||
Corporate and Unallocated
(c)
|
(164,084
|
)
|
|
(160,558
|
)
|
|
(131,965
|
)
|
|
(3,526
|
)
|
|
(28,593
|
)
|
|||||
Operating income
(d)
|
$
|
81,548
|
|
|
$
|
62,138
|
|
|
$
|
59,325
|
|
|
$
|
19,410
|
|
|
$
|
2,813
|
|
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Cash provided by operating activities
|
$
|
30,288
|
|
|
$
|
95,909
|
|
|
$
|
163,025
|
|
Cash used in investing activities
|
(74,148
|
)
|
|
(13,783
|
)
|
|
(12,694
|
)
|
|||
Cash used in financing activities
|
(107,501
|
)
|
|
(20,793
|
)
|
|
(197,539
|
)
|
|||
Net (decrease) increase in cash and cash equivalents
|
$
|
(151,361
|
)
|
|
$
|
61,333
|
|
|
$
|
(47,208
|
)
|
•
|
$139.8 million
in cash and cash equivalents;
|
•
|
$200.0 million
of remaining capacity under the Facility (subsequent to September 30, 2018, we further increased the capacity of the Facility by
$10.0 million
to
$210.0 million
); and
|
•
|
$13.4 million
of restricted cash, the majority of which is used to secure certain stand-alone letters of credit.
|
|
Payments Due by Period
|
||||||||||||||||||
(In thousands)
|
Total
|
|
Less than 1 Year
|
|
1-3 Years
|
|
3-5 Years
|
|
More than 5 Years
|
||||||||||
Senior notes, term loan, junior subordinated notes, and other secured notes payable
(a)
|
$
|
1,279,694
|
|
|
$
|
4,087
|
|
|
$
|
—
|
|
|
$
|
524,834
|
|
|
$
|
750,773
|
|
Interest commitments under senior notes, term loan, junior subordinated notes, and other secured notes payable
(b)
|
529,475
|
|
|
90,804
|
|
|
181,503
|
|
|
112,855
|
|
|
144,313
|
|
|||||
Obligations related to lots under option
|
383,150
|
|
|
230,323
|
|
|
115,440
|
|
|
29,882
|
|
|
7,505
|
|
|||||
Operating leases
|
16,830
|
|
|
4,624
|
|
|
7,343
|
|
|
4,024
|
|
|
839
|
|
|||||
Uncertain tax positions
(c)
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
$
|
2,209,149
|
|
|
$
|
329,838
|
|
|
$
|
304,286
|
|
|
$
|
671,595
|
|
|
$
|
903,430
|
|
in thousands (except share and per share data)
|
September 30,
2018 |
|
September 30,
2017 |
||||
ASSETS
|
|
|
|
||||
Cash and cash equivalents
|
$
|
139,805
|
|
|
$
|
292,147
|
|
Restricted cash
|
13,443
|
|
|
12,462
|
|
||
Accounts receivable (net of allowance of $378 and $330, respectively)
|
24,647
|
|
|
36,323
|
|
||
Income tax receivable
|
—
|
|
|
88
|
|
||
Owned inventory
|
1,692,284
|
|
|
1,542,807
|
|
||
Investments in unconsolidated entities
|
4,035
|
|
|
3,994
|
|
||
Deferred tax assets, net
|
213,955
|
|
|
307,896
|
|
||
Property and equipment, net
|
20,843
|
|
|
17,566
|
|
||
Goodwill and other intangible assets, net
|
9,751
|
|
|
—
|
|
||
Other assets
|
9,339
|
|
|
7,712
|
|
||
Total assets
|
$
|
2,128,102
|
|
|
$
|
2,220,995
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
||||
Trade accounts payable
|
$
|
126,432
|
|
|
$
|
103,484
|
|
Other liabilities
|
126,389
|
|
|
107,659
|
|
||
Total debt (net of premium of $2,640 and $3,413, respectively, and debt issuance costs of $14,336 and $14,800, respectively)
|
1,231,254
|
|
|
1,327,412
|
|
||
Total liabilities
|
1,484,075
|
|
|
1,538,555
|
|
||
Stockholders’ equity:
|
|
|
|
||||
Preferred stock (par value $0.01 per share, 5,000,000 shares authorized, no shares issued)
|
—
|
|
|
—
|
|
||
Common stock (par value $0.001 per share, 63,000,000 shares authorized, 33,522,046 issued and outstanding and 33,515,768 issued and outstanding, respectively)
|
34
|
|
|
34
|
|
||
Paid-in capital
|
880,025
|
|
|
873,063
|
|
||
Accumulated deficit
|
(236,032
|
)
|
|
(190,657
|
)
|
||
Total stockholders’ equity
|
644,027
|
|
|
682,440
|
|
||
Total liabilities and stockholders’ equity
|
$
|
2,128,102
|
|
|
$
|
2,220,995
|
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
in thousands (except per share data)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Total revenue
|
|
$
|
2,107,133
|
|
|
$
|
1,916,278
|
|
|
$
|
1,822,114
|
|
Home construction and land sales expenses
|
|
1,755,619
|
|
|
1,600,969
|
|
|
1,509,625
|
|
|||
Inventory impairments and abandonments
|
|
6,499
|
|
|
2,445
|
|
|
15,282
|
|
|||
Gross profit
|
|
345,015
|
|
|
312,864
|
|
|
297,207
|
|
|||
Commissions
|
|
81,002
|
|
|
74,811
|
|
|
70,460
|
|
|||
General and administrative expenses
|
|
168,658
|
|
|
161,906
|
|
|
153,628
|
|
|||
Depreciation and amortization
|
|
13,807
|
|
|
14,009
|
|
|
13,794
|
|
|||
Operating income
|
|
81,548
|
|
|
62,138
|
|
|
59,325
|
|
|||
Equity in income of unconsolidated entities
|
|
34
|
|
|
371
|
|
|
131
|
|
|||
Loss on extinguishment of debt
|
|
(27,839
|
)
|
|
(12,630
|
)
|
|
(13,423
|
)
|
|||
Other expense, net
|
|
(4,305
|
)
|
|
(15,230
|
)
|
|
(24,330
|
)
|
|||
Income from continuing operations before income taxes
|
|
49,438
|
|
|
34,649
|
|
|
21,703
|
|
|||
Expense from income taxes
|
|
94,484
|
|
|
2,696
|
|
|
16,498
|
|
|||
(Loss) income from continuing operations
|
|
(45,046
|
)
|
|
31,953
|
|
|
5,205
|
|
|||
Loss from discontinued operations, net of tax
|
|
(329
|
)
|
|
(140
|
)
|
|
(512
|
)
|
|||
Net (loss) income
|
|
$
|
(45,375
|
)
|
|
$
|
31,813
|
|
|
$
|
4,693
|
|
Weighted-average number of shares:
|
|
|
|
|
|
|
||||||
Basic
|
|
32,141
|
|
|
31,952
|
|
|
31,798
|
|
|||
Diluted
|
|
32,141
|
|
|
32,426
|
|
|
31,803
|
|
|||
Basic (loss) income per share:
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
(1.40
|
)
|
|
$
|
1.00
|
|
|
$
|
0.16
|
|
Discontinued operations
|
|
(0.01
|
)
|
|
—
|
|
|
(0.01
|
)
|
|||
Total
|
|
$
|
(1.41
|
)
|
|
$
|
1.00
|
|
|
$
|
0.15
|
|
Diluted (loss) income per share:
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
(1.40
|
)
|
|
$
|
0.99
|
|
|
$
|
0.16
|
|
Discontinued operations
|
|
(0.01
|
)
|
|
—
|
|
|
(0.01
|
)
|
|||
Total
|
|
$
|
(1.41
|
)
|
|
$
|
0.99
|
|
|
$
|
0.15
|
|
|
Common Stock
|
|
Paid in Capital
|
|
Accumulated Deficit
|
|
|
|||||||||||
in thousands
|
Shares
|
|
Amount
|
|
|
|
Total
|
|||||||||||
Balance as of September 30, 2015
|
32,661
|
|
|
$
|
33
|
|
|
$
|
857,553
|
|
|
$
|
(227,163
|
)
|
|
$
|
630,423
|
|
Net income and comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
4,693
|
|
|
4,693
|
|
||||
Amortization of nonvested stock awards
|
—
|
|
|
—
|
|
|
7,959
|
|
|
—
|
|
|
7,959
|
|
||||
Shares issued under employee stock plans, net
|
491
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Forfeiture of restricted stock
|
(64
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Common stock redeemed
|
(17
|
)
|
|
—
|
|
|
(222
|
)
|
|
—
|
|
|
(222
|
)
|
||||
Balance as of September 30, 2016
|
33,071
|
|
|
$
|
33
|
|
|
$
|
865,290
|
|
|
$
|
(222,470
|
)
|
|
$
|
642,853
|
|
Net income and comprehensive income
|
—
|
|
|
—
|
|
|
—
|
|
|
31,813
|
|
|
31,813
|
|
||||
Amortization of nonvested stock awards
|
—
|
|
|
—
|
|
|
8,164
|
|
|
—
|
|
|
8,164
|
|
||||
Exercises of stock options
|
2
|
|
|
—
|
|
|
24
|
|
|
—
|
|
|
24
|
|
||||
Shares issued under employee stock plans, net
|
536
|
|
|
1
|
|
|
—
|
|
|
—
|
|
|
1
|
|
||||
Forfeiture of restricted stock
|
(61
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Common stock redeemed
|
(32
|
)
|
|
—
|
|
|
(415
|
)
|
|
—
|
|
|
(415
|
)
|
||||
Balance as of September 30, 2017
|
33,516
|
|
|
$
|
34
|
|
|
$
|
873,063
|
|
|
$
|
(190,657
|
)
|
|
$
|
682,440
|
|
Net loss and comprehensive loss
|
—
|
|
|
—
|
|
|
—
|
|
|
(45,375
|
)
|
|
(45,375
|
)
|
||||
Amortization of nonvested stock awards
|
—
|
|
|
—
|
|
|
10,258
|
|
|
—
|
|
|
10,258
|
|
||||
Exercises of stock options
|
8
|
|
|
—
|
|
|
64
|
|
|
—
|
|
|
64
|
|
||||
Shares issued under employee stock plans, net
|
443
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Forfeiture of restricted stock
|
(216
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Common stock redeemed
|
(229
|
)
|
|
—
|
|
|
(3,378
|
)
|
|
—
|
|
|
(3,378
|
)
|
||||
Other activity
|
—
|
|
|
—
|
|
|
18
|
|
|
—
|
|
|
18
|
|
||||
Balance as of September 30, 2018
|
33,522
|
|
|
$
|
34
|
|
|
$
|
880,025
|
|
|
$
|
(236,032
|
)
|
|
$
|
644,027
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
in thousands
|
2018
|
|
2017
|
|
2016
|
||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net (loss) income
|
$
|
(45,375
|
)
|
|
$
|
31,813
|
|
|
$
|
4,693
|
|
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
13,807
|
|
|
14,009
|
|
|
13,794
|
|
|||
Stock-based compensation expense
|
10,258
|
|
|
8,159
|
|
|
7,959
|
|
|||
Inventory impairments and abandonments
|
6,949
|
|
|
2,445
|
|
|
15,282
|
|
|||
Deferred and other income tax expense
|
93,935
|
|
|
678
|
|
|
15,903
|
|
|||
Write-off of deposit on legacy land investment
|
—
|
|
|
2,700
|
|
|
—
|
|
|||
Gain on sale of fixed assets
|
(351
|
)
|
|
(294
|
)
|
|
(957
|
)
|
|||
Change in allowance for doubtful accounts
|
48
|
|
|
(24
|
)
|
|
(698
|
)
|
|||
Equity in income of unconsolidated entities and marketable securities
|
(127
|
)
|
|
(401
|
)
|
|
(143
|
)
|
|||
Cash distributions of income from unconsolidated entities
|
331
|
|
|
171
|
|
|
165
|
|
|||
Non-cash loss on extinguishment of debt
|
3,289
|
|
|
3,677
|
|
|
4,978
|
|
|||
Changes in operating assets and liabilities:
|
|
|
|
|
|
||||||
Decrease (increase) in accounts receivable
|
11,875
|
|
|
16,927
|
|
|
(149
|
)
|
|||
Decrease in income tax receivable
|
88
|
|
|
204
|
|
|
127
|
|
|||
(Increase) decrease in inventory
|
(95,809
|
)
|
|
41,911
|
|
|
129,028
|
|
|||
(Increase) in other assets
|
(1,300
|
)
|
|
(168
|
)
|
|
(471
|
)
|
|||
Increase (decrease) in trade accounts payable
|
17,492
|
|
|
(690
|
)
|
|
(9,365
|
)
|
|||
Increase (decrease) in other liabilities
|
15,178
|
|
|
(25,208
|
)
|
|
(17,121
|
)
|
|||
Net cash provided by operating activities
|
30,288
|
|
|
95,909
|
|
|
163,025
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Capital expenditures
|
(17,020
|
)
|
|
(12,440
|
)
|
|
(12,219
|
)
|
|||
Proceeds from sale of fixed assets
|
370
|
|
|
297
|
|
|
2,624
|
|
|||
Acquisition, net of cash acquired
|
(57,253
|
)
|
|
—
|
|
|
—
|
|
|||
Investments in unconsolidated entities
|
(421
|
)
|
|
(3,261
|
)
|
|
(4,241
|
)
|
|||
Return of capital from unconsolidated entities and marketable securities
|
176
|
|
|
1,621
|
|
|
1,142
|
|
|||
Net cash used in investing activities
|
(74,148
|
)
|
|
(13,783
|
)
|
|
(12,694
|
)
|
|||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Repayment of debt
|
(497,915
|
)
|
|
(265,483
|
)
|
|
(828,221
|
)
|
|||
Proceeds from issuance of new debt
|
400,000
|
|
|
250,000
|
|
|
642,150
|
|
|||
Repayment of borrowings from credit facility
|
(225,000
|
)
|
|
(25,000
|
)
|
|
(90,000
|
)
|
|||
Borrowings from credit facility
|
225,000
|
|
|
25,000
|
|
|
90,000
|
|
|||
Debt issuance costs
|
(6,272
|
)
|
|
(4,919
|
)
|
|
(11,246
|
)
|
|||
Other changes
|
(3,314
|
)
|
|
(391
|
)
|
|
(222
|
)
|
|||
Net cash used in financing activities
|
(107,501
|
)
|
|
(20,793
|
)
|
|
(197,539
|
)
|
|||
(Decrease) increase in cash, cash equivalents, and restricted cash
|
(151,361
|
)
|
|
61,333
|
|
|
(47,208
|
)
|
|||
Cash, cash equivalents, and restricted cash at beginning of period
|
304,609
|
|
|
243,276
|
|
|
290,484
|
|
|||
Cash, cash equivalents, and restricted cash at end of period
|
$
|
153,248
|
|
|
$
|
304,609
|
|
|
$
|
243,276
|
|
Asset Class
|
|
Useful Lives
|
Information systems
|
|
Lesser of estimated useful life of the asset or 5 years
|
Furniture, fixtures and computer and office equipment
|
|
3 - 7 years
|
Model and sales office improvements
|
|
Lesser of estimated useful life of the asset or estimated life of the community
|
Leasehold improvements
|
|
Lesser of the lease term or the estimated useful life of the asset
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Supplemental disclosure of non-cash activity:
|
|
|
|
|
|
||||||
Non-cash land acquisitions
(a)
|
$
|
—
|
|
|
$
|
14,651
|
|
|
$
|
8,265
|
|
Supplemental disclosure of cash activity:
|
|
|
|
|
|
||||||
Interest payments
(b)
|
$
|
95,857
|
|
|
$
|
100,125
|
|
|
$
|
131,730
|
|
Income tax payments
|
607
|
|
|
1,616
|
|
|
1,420
|
|
|||
Tax refunds received
|
162
|
|
|
351
|
|
|
201
|
|
|||
Reconciliation of cash, cash equivalents and restricted cash:
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
$
|
139,805
|
|
|
$
|
292,147
|
|
|
$
|
228,871
|
|
Restricted cash
|
13,443
|
|
|
12,462
|
|
|
14,405
|
|
|||
Total cash, cash equivalents and restricted cash shown in the statement of cash flows
|
$
|
153,248
|
|
|
$
|
304,609
|
|
|
$
|
243,276
|
|
(In thousands)
|
September 30, 2018
|
|
September 30, 2017
|
||||
Beazer’s investment in unconsolidated entities
|
$
|
4,035
|
|
|
$
|
3,994
|
|
Total equity of unconsolidated entities
|
10,113
|
|
|
11,811
|
|
||
Total outstanding borrowings of unconsolidated entities
|
12,266
|
|
|
15,797
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Income from unconsolidated entity activity
|
$
|
375
|
|
|
$
|
371
|
|
|
$
|
131
|
|
Impairment of unconsolidated entity investment
|
(341
|
)
|
|
—
|
|
|
—
|
|
|||
Total equity in income of unconsolidated entities
|
$
|
34
|
|
|
$
|
371
|
|
|
$
|
131
|
|
(In thousands)
|
September 30, 2018
|
|
September 30, 2017
|
||||
Homes under construction
|
$
|
476,752
|
|
|
$
|
419,312
|
|
Development projects in progress
|
907,793
|
|
|
785,777
|
|
||
Land held for future development
|
83,173
|
|
|
112,565
|
|
||
Land held for sale
|
7,781
|
|
|
17,759
|
|
||
Capitalized interest
|
144,645
|
|
|
139,203
|
|
||
Model homes
|
72,140
|
|
|
68,191
|
|
||
Total owned inventory
|
$
|
1,692,284
|
|
|
$
|
1,542,807
|
|
(In thousands)
|
Projects in
Progress
(a)
|
|
Land Held for Future
Development
|
|
Land Held
for Sale
|
|
Total Owned
Inventory
|
||||||||
September 30, 2018
|
|
|
|
|
|
|
|
||||||||
West Segment
|
$
|
763,453
|
|
|
$
|
58,125
|
|
|
$
|
—
|
|
|
$
|
821,578
|
|
East Segment
|
280,761
|
|
|
14,077
|
|
|
4,580
|
|
|
299,418
|
|
||||
Southeast Segment
|
358,126
|
|
|
10,971
|
|
|
3,177
|
|
|
372,274
|
|
||||
Corporate and unallocated
(b)
|
198,990
|
|
|
—
|
|
|
24
|
|
|
199,014
|
|
||||
Total
|
$
|
1,601,330
|
|
|
$
|
83,173
|
|
|
$
|
7,781
|
|
|
$
|
1,692,284
|
|
September 30, 2017
|
|
|
|
|
|
|
|
||||||||
West Segment
|
$
|
673,828
|
|
|
$
|
87,231
|
|
|
$
|
3,848
|
|
|
$
|
764,907
|
|
East Segment
|
250,002
|
|
|
14,391
|
|
|
11,578
|
|
|
275,971
|
|
||||
Southeast Segment
|
301,268
|
|
|
10,943
|
|
|
1,233
|
|
|
313,444
|
|
||||
Corporate and unallocated
(b)
|
187,385
|
|
|
—
|
|
|
1,100
|
|
|
188,485
|
|
||||
Total
|
$
|
1,412,483
|
|
|
$
|
112,565
|
|
|
$
|
17,759
|
|
|
$
|
1,542,807
|
|
($ in thousands)
|
|
|
Undiscounted Cash Flow Analyses Prepared
|
|||||||||
Segment
(a)
|
Number of
Communities
on Watch List
(b)
|
|
Number of
Communities
(c)
|
|
Pre-analysis
Book Value
(BV)
|
|
Aggregate Undiscounted Cash Flow as a % of BV
(d)
|
|||||
Year Ended September 30, 2018
|
|
|
|
|
|
|
|
|||||
West
|
2
|
|
|
—
|
|
|
$
|
—
|
|
|
—
|
%
|
Southeast
|
2
|
|
|
2
|
|
|
4,360
|
|
|
99.0
|
%
|
|
Corporate and unallocated
(e)
|
—
|
|
|
—
|
|
|
1,307
|
|
|
N/A
(f)
|
|
|
Total
|
4
|
|
|
2
|
|
|
$
|
5,667
|
|
|
|
|
Year Ended September 30, 2017
|
|
|
|
|
|
|
|
|||||
West
|
4
|
|
|
2
|
|
|
$
|
15,801
|
|
|
94.4
|
%
|
Southeast
|
2
|
|
|
—
|
|
|
—
|
|
|
—
|
%
|
|
Corporate and unallocated
(e)
|
—
|
|
|
—
|
|
|
3,337
|
|
|
N/A
(f)
|
|
|
Total
|
6
|
|
|
2
|
|
|
$
|
19,138
|
|
|
|
($ in thousands)
|
Results of Discounted Cash Flow Analyses Prepared
|
||||||||||||
Segment
|
# of
Communities
Impaired
|
|
# of Lots
Impaired
|
|
Impairment
Charge
|
|
Estimated Fair
Value of
Impaired
Inventory at time of Impairment
|
||||||
Year Ended September 30, 2018
|
|||||||||||||
Southeast
|
1
|
|
|
25
|
|
|
$
|
793
|
|
|
$
|
1,312
|
|
Corporate and unallocated
(a)
|
—
|
|
|
—
|
|
|
212
|
|
|
—
|
|
||
Total
|
1
|
|
|
25
|
|
|
$
|
1,005
|
|
|
$
|
1,312
|
|
Year Ended September 30, 2017
|
|||||||||||||
West
|
1
|
|
|
46
|
|
|
$
|
1,625
|
|
|
$
|
3,791
|
|
Corporate and unallocated
(a)
|
—
|
|
|
—
|
|
|
68
|
|
|
—
|
|
||
Total
|
1
|
|
|
46
|
|
|
$
|
1,693
|
|
|
$
|
3,791
|
|
Year Ended September 30, 2016
|
|
|
|
||||||||||
West
|
2
|
|
|
213
|
|
|
$
|
6,729
|
|
|
$
|
16,345
|
|
East
|
1
|
|
|
78
|
|
|
5,894
|
|
|
18,073
|
|
||
Corporate and unallocated
(a)
|
—
|
|
|
—
|
|
|
1,101
|
|
|
—
|
|
||
Total
|
3
|
|
|
291
|
|
|
$
|
13,724
|
|
|
$
|
34,418
|
|
|
|
Fiscal Year Ended September 30,
|
||||||
Unobservable Inputs
|
|
2018
|
|
2017
|
||||
Average selling price
(in thousands)
|
|
$
|
356
|
|
|
$
|
405
|
|
Closings per community per month
|
|
1 - 6
|
|
|
1 - 4
|
|
||
Discount rate
|
|
15.11
|
%
|
|
12.83%
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Projects in Progress:
|
|
|
|
|
|
||||||
West
|
$
|
—
|
|
|
$
|
1,625
|
|
|
$
|
6,729
|
|
East
|
—
|
|
|
—
|
|
|
5,894
|
|
|||
Southeast
|
793
|
|
|
—
|
|
|
—
|
|
|||
Corporate and unallocated
(a)
|
212
|
|
|
68
|
|
|
1,101
|
|
|||
Total impairment charges on projects in progress
|
$
|
1,005
|
|
|
$
|
1,693
|
|
|
$
|
13,724
|
|
Land Held for Sale:
|
|
|
|
|
|
||||||
West
|
$
|
—
|
|
|
$
|
94
|
|
|
$
|
119
|
|
East
|
168
|
|
|
470
|
|
|
280
|
|
|||
Southeast
|
3,218
|
|
|
—
|
|
|
371
|
|
|||
Corporate and unallocated
(a)
|
2,108
|
|
|
—
|
|
|
—
|
|
|||
Total impairment charges on land held for sale
|
$
|
5,494
|
|
|
$
|
564
|
|
|
$
|
770
|
|
Abandonments:
|
|
|
|
|
|
||||||
East
|
$
|
—
|
|
|
$
|
188
|
|
|
$
|
—
|
|
Southeast
|
—
|
|
|
—
|
|
|
788
|
|
|||
Total abandonments charges
|
$
|
—
|
|
|
$
|
188
|
|
|
$
|
788
|
|
Total continuing operations
|
$
|
6,499
|
|
|
$
|
2,445
|
|
|
$
|
15,282
|
|
Discontinued Operations:
|
|
|
|
|
|
||||||
Land Held for Sale
|
$
|
450
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total discontinued operations
|
$
|
450
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Total impairment and abandonment charges
|
$
|
6,949
|
|
|
$
|
2,445
|
|
|
$
|
15,282
|
|
(In thousands)
|
Deposits &
Non-refundable
Preacquisition
Costs Incurred
|
|
Remaining
Obligation
|
||||
As of September 30, 2018
|
|
|
|
||||
Unconsolidated lot option agreements
|
$
|
72,191
|
|
|
$
|
383,150
|
|
As of September 30, 2017
|
|
|
|
||||
Unconsolidated lot option agreements
|
$
|
91,854
|
|
|
$
|
408,300
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Capitalized interest in inventory, beginning of period
|
$
|
139,203
|
|
|
$
|
138,108
|
|
|
$
|
123,457
|
|
Interest incurred
|
103,880
|
|
|
105,551
|
|
|
119,360
|
|
|||
Capitalized interest impaired
|
(1,961
|
)
|
|
(56
|
)
|
|
(710
|
)
|
|||
Interest expense not qualified for capitalization and included as other expense
(a)
|
(5,325
|
)
|
|
(15,636
|
)
|
|
(25,388
|
)
|
|||
Capitalized interest amortized to home construction and land sales expenses
(b)
|
(91,152
|
)
|
|
(88,764
|
)
|
|
(78,611
|
)
|
|||
Capitalized interest in inventory, end of period
|
$
|
144,645
|
|
|
$
|
139,203
|
|
|
$
|
138,108
|
|
(In thousands)
|
September 30, 2018
|
|
September 30, 2017
|
||||
Model furnishings and sales office improvements
|
$
|
28,311
|
|
|
$
|
28,589
|
|
Information systems
|
13,183
|
|
|
14,326
|
|
||
Furniture, fixtures and office equipment
|
9,332
|
|
|
10,971
|
|
||
Leasehold improvements
|
4,388
|
|
|
3,698
|
|
||
Property and equipment, gross
|
55,214
|
|
|
57,584
|
|
||
Less: Accumulated Depreciation
|
(34,371
|
)
|
|
(40,018
|
)
|
||
Property and equipment, net
|
$
|
20,843
|
|
|
$
|
17,566
|
|
(In thousands)
|
Maturity Date
|
|
September 30, 2018
|
|
September 30, 2017
|
||||
5 3/4% Senior Notes
|
June 2019
|
|
$
|
—
|
|
|
$
|
321,393
|
|
8 3/4% Senior Notes
|
March 2022
|
|
500,000
|
|
|
500,000
|
|
||
7 1/4% Senior Notes
|
February 2023
|
|
24,834
|
|
|
199,834
|
|
||
6 3/4% Senior Notes
|
March 2025
|
|
250,000
|
|
|
250,000
|
|
||
5 7/8% Senior Notes
|
October 2027
|
|
400,000
|
|
|
—
|
|
||
Unamortized debt premium, net
|
|
|
2,640
|
|
|
3,413
|
|
||
Unamortized debt issuance costs
|
|
|
(14,336
|
)
|
|
(14,800
|
)
|
||
Total Senior Notes, net
|
|
|
1,163,138
|
|
|
1,259,840
|
|
||
Junior Subordinated Notes (net of unamortized accretion of $36,770 and $38,837, respectively)
|
July 2036
|
|
64,003
|
|
|
61,937
|
|
||
Other Secured Notes Payable
|
Various Dates
|
|
4,113
|
|
|
5,635
|
|
||
Total debt, net
|
|
|
$
|
1,231,254
|
|
|
$
|
1,327,412
|
|
Senior Note Description
|
|
Issuance Date
|
|
Maturity Date
|
|
Redemption Terms
|
8 3/4% Senior Notes
|
|
September 2016
|
|
March 2022
|
|
Callable at any time prior to March 15, 2019, in whole or in part, at a redemption price equal to 100% of the principal amount, plus a customary make-whole premium; on or after March 15, 2019, callable at a redemption price equal to 104.375% of the principal amount; on or after March 15, 2020, callable at a redemption price equal to 102.188% of the principal amount; on or after March 15, 2021, callable at a redemption price equal to 100% of the principal amount plus, in each case, accrued and unpaid interest
|
7 1/4% Senior Notes
|
|
February 2013
|
|
February 2023
|
|
Callable at any time on or after February 1, 2018 at a redemption price equal to 103.625% of the principal amount; on or after February 1, 2019, callable at a redemption price equal to 102.417% of the principal amount; on or after February 1, 2020, callable at a redemption price equal to 101.208% of the principal amount; on or after February 1, 2021, callable at 100% of the principal amount plus, in each case, accrued and unpaid interest
|
6 3/4% Senior Notes
|
|
March 2017
|
|
March 2025
|
|
Callable at any time prior to March 15, 2020, in whole or in part, at a redemption price equal to 100% of the principal amount, plus a customary make-whole premium; on or after March 15, 2020, callable at a redemption price equal to 105.063% of the principal amount; on or after March 15, 2021, callable at a redemption price equal to 103.375% of the principal amount; on or after March 15, 2022, callable at a redemption price equal to 101.688% of the principal amount; on or after March 15, 2023, callable at a redemption price equal to 100% of the principal amount, plus, in each case, accrued and unpaid interest
|
5 7/8% Senior Notes
|
|
October 2017
|
|
October 2027
|
|
Callable at any time prior to October 15, 2022, in whole or in part, at a redemption price equal to 100% of the principal amount, plus a customary make-whole premium; on or after October 15, 2022, callable at a redemption price equal to 102.938% of the principal amount; on or after October 15, 2023, callable at a redemption price equal to 101.958% of the principal amount; on or after October 15, 2024, callable at a redemption price equal to 100.979% of the principal amount; on or after October 15, 2025, callable at a redemption price equal to 100% of the principal amount, plus, in each case, accrued and unpaid interest
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Balance at beginning of period
|
$
|
18,091
|
|
|
$
|
39,131
|
|
|
$
|
27,681
|
|
Accruals for warranties issued
(a)
|
13,755
|
|
|
14,215
|
|
|
13,835
|
|
|||
Changes in liability related to warranties existing in prior periods
(b)
|
(2,401
|
)
|
|
4,807
|
|
|
53,109
|
|
|||
Payments made
(b)
|
(14,114
|
)
|
|
(40,062
|
)
|
|
(55,494
|
)
|
|||
Balance at end of period
|
$
|
15,331
|
|
|
$
|
18,091
|
|
|
$
|
39,131
|
|
•
|
Level 1 – Quoted prices in active markets for identical assets or liabilities;
|
•
|
Level 2 – Inputs other than quoted prices included in Level 1 that are observable either directly or indirectly through corroboration with market data; and
|
•
|
Level 3 – Unobservable inputs that reflect our own estimates about the assumptions market participants would use in pricing the asset or liability.
|
(In thousands)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Year Ended September 30, 2018
|
|
|
|
|
|
|
|
||||||||
Deferred compensation plan assets
(a)
|
$
|
—
|
|
|
$
|
1,578
|
|
|
$
|
—
|
|
|
$
|
1,578
|
|
Development projects in progress
(b)
|
—
|
|
|
—
|
|
|
1,312
|
|
(c)
|
1,312
|
|
||||
Land held for sale
(b)
|
—
|
|
|
—
|
|
|
1,724
|
|
(c)
|
1,724
|
|
||||
Unconsolidated entity investments
(b)
|
—
|
|
|
—
|
|
|
80
|
|
|
80
|
|
||||
Year Ended September 30, 2017
|
|
|
|
|
|
|
|
||||||||
Deferred compensation plan assets
(a)
|
$
|
—
|
|
|
$
|
1,114
|
|
|
$
|
—
|
|
|
$
|
1,114
|
|
Development projects in progress
(b)
|
—
|
|
|
—
|
|
|
3,791
|
|
(c)
|
3,791
|
|
||||
Land held for sale
(b)
|
—
|
|
|
—
|
|
|
325
|
|
(c)
|
325
|
|
||||
Year Ended September 30, 2016
|
|
|
|
|
|
|
|
||||||||
Deferred compensation plan assets
(a)
|
$
|
—
|
|
|
$
|
765
|
|
|
$
|
—
|
|
|
$
|
765
|
|
Development projects in progress
(b)
|
—
|
|
|
—
|
|
|
34,418
|
|
(c)
|
34,418
|
|
||||
Land held for sale
(b)
|
—
|
|
|
—
|
|
|
19,973
|
|
|
19,973
|
|
|
As of September 30, 2018
|
|
As of September 30, 2017
|
||||||||||||
(In thousands)
|
Carrying
Amount (a) |
|
Fair Value
|
|
Carrying
Amount (a) |
|
Fair Value
|
||||||||
Senior Notes
(b)
|
$
|
1,163,138
|
|
|
$
|
1,096,214
|
|
|
$
|
1,259,840
|
|
|
$
|
1,355,657
|
|
Junior Subordinated Notes
|
64,003
|
|
|
64,003
|
|
|
61,937
|
|
|
61,937
|
|
||||
Total
|
$
|
1,227,141
|
|
|
$
|
1,160,217
|
|
|
$
|
1,321,777
|
|
|
$
|
1,417,594
|
|
(In thousands)
|
September 30, 2018
|
|
September 30, 2017
|
||||
Accrued bonus and deferred compensation
|
$
|
41,508
|
|
|
$
|
36,753
|
|
Accrued warranty expenses
|
15,331
|
|
|
18,091
|
|
||
Customer deposits
|
14,903
|
|
|
11,704
|
|
||
Accrued interest
|
14,401
|
|
|
11,024
|
|
||
Litigation accrual
|
3,656
|
|
|
3,899
|
|
||
Income tax liabilities
|
710
|
|
|
811
|
|
||
Other
|
35,880
|
|
|
25,377
|
|
||
Total
|
$
|
126,389
|
|
|
$
|
107,659
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Current federal
|
$
|
57
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current state
|
512
|
|
|
859
|
|
|
595
|
|
|||
Deferred federal
(a)
|
102,082
|
|
|
1,625
|
|
|
5,574
|
|
|||
Deferred state
(a) (b)
|
(8,167
|
)
|
|
212
|
|
|
10,329
|
|
|||
Total
|
$
|
94,484
|
|
|
$
|
2,696
|
|
|
$
|
16,498
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Income tax computed at statutory rate
|
$
|
12,112
|
|
|
$
|
12,052
|
|
|
$
|
7,596
|
|
State income taxes, net of federal benefit
|
111
|
|
|
1,287
|
|
|
4,974
|
|
|||
Deferred rate change
|
110,071
|
|
|
—
|
|
|
(678
|
)
|
|||
(Decrease) increase in valuation allowance - other
(a) (b) (c)
|
(27,370
|
)
|
|
(3,482
|
)
|
|
6,457
|
|
|||
Changes for uncertain tax positions
|
598
|
|
|
(685
|
)
|
|
(40
|
)
|
|||
Stock based compensation
|
—
|
|
|
741
|
|
|
—
|
|
|||
Permanent differences
|
2,133
|
|
|
496
|
|
|
400
|
|
|||
Tax credits
|
(3,174
|
)
|
|
(7,460
|
)
|
|
(2,134
|
)
|
|||
Other, net
|
3
|
|
|
(253
|
)
|
|
(77
|
)
|
|||
Total
|
$
|
94,484
|
|
|
$
|
2,696
|
|
|
$
|
16,498
|
|
(In thousands)
|
September 30, 2018
|
|
September 30, 2017
|
||||
Deferred tax assets:
|
|
|
|
||||
Federal and state tax carryforwards
|
$
|
196,702
|
|
|
$
|
293,298
|
|
Inventory adjustments
|
29,565
|
|
|
59,507
|
|
||
Incentive compensation
|
11,959
|
|
|
19,043
|
|
||
Warranty and other reserves
|
6,350
|
|
|
6,140
|
|
||
Property, equipment and other assets
|
2,123
|
|
|
3,247
|
|
||
Other
|
734
|
|
|
1,785
|
|
||
Uncertain tax positions
|
734
|
|
|
1,332
|
|
||
Total deferred tax assets
|
248,167
|
|
|
384,352
|
|
||
Deferred tax liabilities:
|
|
|
|
||||
Deferred revenues
|
—
|
|
|
(11,297
|
)
|
||
Total deferred tax liabilities
|
—
|
|
|
(11,297
|
)
|
||
Net deferred tax assets before valuation allowance
|
248,167
|
|
|
373,055
|
|
||
Valuation allowance
(a)
|
(34,212
|
)
|
|
(65,159
|
)
|
||
Net deferred tax assets
|
$
|
213,955
|
|
|
$
|
307,896
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Balance at beginning of year
|
$
|
3,804
|
|
|
$
|
4,541
|
|
|
$
|
4,721
|
|
Additions for (reductions in) tax positions related to current year
|
—
|
|
|
61
|
|
|
(180
|
)
|
|||
Additions for tax positions related to prior years
|
—
|
|
|
2,611
|
|
|
—
|
|
|||
Reductions in tax positions of prior years
|
—
|
|
|
(2,273
|
)
|
|
—
|
|
|||
Lapse of statute of limitations
|
(310
|
)
|
|
(1,136
|
)
|
|
—
|
|
|||
Balance at end of year
|
$
|
3,494
|
|
|
$
|
3,804
|
|
|
$
|
4,541
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Stock options expense
|
$
|
225
|
|
|
$
|
274
|
|
|
$
|
534
|
|
Restricted stock awards expense
|
10,033
|
|
|
7,885
|
|
|
7,425
|
|
|||
Before tax stock-based compensation expense
|
10,258
|
|
|
8,159
|
|
|
7,959
|
|
|||
Tax benefit
|
(2,622
|
)
|
|
(2,917
|
)
|
|
(2,832
|
)
|
|||
After tax stock-based compensation expense
|
$
|
7,636
|
|
|
$
|
5,242
|
|
|
$
|
5,127
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Expected life of options
|
5.0 years
|
|
|
5.4 years
|
|
|
4.9 years
|
|
|||
Expected volatility
|
44.71
|
%
|
|
50.10
|
%
|
|
46.49
|
%
|
|||
Expected dividends
|
—
|
|
|
—
|
|
|
—
|
|
|||
Weighted-average risk-free interest rate
|
2.10
|
%
|
|
1.85
|
%
|
|
1.36
|
%
|
|||
Weighted-average fair value
|
$
|
8.30
|
|
|
$
|
5.83
|
|
|
$
|
4.03
|
|
|
2018
|
|
2017
|
|
2016
|
|||||||||||||||
|
Shares
|
|
Weighted-
Average Exercise Price |
|
Shares
|
|
Weighted-
Average Exercise Price |
|
Shares
|
|
Weighted-
Average Exercise Price |
|||||||||
Outstanding at beginning of period
|
593,753
|
|
|
$
|
14.76
|
|
|
672,669
|
|
|
$
|
16.49
|
|
|
643,907
|
|
|
$
|
18.13
|
|
Granted
|
25,230
|
|
|
19.99
|
|
|
29,410
|
|
|
12.50
|
|
|
125,449
|
|
|
9.19
|
|
|||
Exercised
|
(8,411
|
)
|
|
7.52
|
|
|
(2,313
|
)
|
|
10.80
|
|
|
—
|
|
|
—
|
|
|||
Expired
|
(61,967
|
)
|
|
23.19
|
|
|
(84,976
|
)
|
|
28.45
|
|
|
(86,606
|
)
|
|
19.70
|
|
|||
Cancelled
|
—
|
|
|
—
|
|
|
(480
|
)
|
|
23.65
|
|
|
—
|
|
|
—
|
|
|||
Forfeited
|
(15,553
|
)
|
|
10.46
|
|
|
(20,557
|
)
|
|
11.97
|
|
|
(10,081
|
)
|
|
10.98
|
|
|||
Outstanding at end of period
|
533,052
|
|
|
$
|
14.26
|
|
|
593,753
|
|
|
$
|
14.76
|
|
|
672,669
|
|
|
$
|
16.49
|
|
Exercisable at end of period
|
479,538
|
|
|
$
|
14.03
|
|
|
476,606
|
|
|
$
|
15.91
|
|
|
503,594
|
|
|
$
|
17.76
|
|
Vested or expected to vest in the future
|
533,052
|
|
|
$
|
14.26
|
|
|
585,186
|
|
|
$
|
14.83
|
|
|
672,669
|
|
|
$
|
16.49
|
|
|
Stock Options Outstanding
|
|
Stock Options Exercisable
|
||||||||||||||
Range of Exercise Price
|
Number Outstanding
|
|
Weighted-Average Contractual Remaining Life (Years)
|
|
Weighted-Average Exercise Price
|
|
Number Exercisable
|
|
Weighted-Average Contractual Remaining Life (Years)
|
|
Weighted-Average Exercise Price
|
||||||
$1 - $10
|
152,004
|
|
|
2.6
|
|
$
|
9.77
|
|
|
152,004
|
|
|
2.6
|
|
$
|
9.77
|
|
$11 - $15
|
207,451
|
|
|
3.2
|
|
13.33
|
|
|
177,617
|
|
|
2.7
|
|
13.37
|
|
||
$16 - $20
|
173,597
|
|
|
3.7
|
|
19.30
|
|
|
149,917
|
|
|
3.1
|
|
19.12
|
|
||
$1 - $20
|
533,052
|
|
|
3.2
|
|
$
|
14.26
|
|
|
479,538
|
|
|
2.8
|
|
$
|
14.03
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Intrinsic value of options exercised
|
$
|
76
|
|
|
$
|
13
|
|
|
$
|
—
|
|
Fair market value of options vested
|
$
|
296
|
|
|
$
|
482
|
|
|
$
|
681
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
|
2018
|
|
2017
|
|
2016
|
||||||
Expected volatility
|
21.1% - 61.2%
|
|
|
32.6% - 66.0%
|
|
|
29.9% - 151.2%
|
|
|||
Risk-free interest rate
|
1.81
|
%
|
|
1.30
|
%
|
|
1.21
|
%
|
|||
Dividend yield
|
—
|
|
|
—
|
|
|
—
|
|
|||
Grant-date stock price
|
$
|
20.50
|
|
|
$
|
12.51
|
|
|
$
|
14.24
|
|
|
Year Ended September 30, 2018
|
|||||||||||||||||||
|
Performance-Based
|
|
Time-Based
|
|
Total
|
|||||||||||||||
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|||||||||
Beginning of period
|
668,766
|
|
|
$
|
15.72
|
|
|
872,181
|
|
|
$
|
16.47
|
|
|
1,540,947
|
|
|
$
|
16.15
|
|
Granted
|
165,085
|
|
|
22.40
|
|
|
277,165
|
|
|
18.98
|
|
|
442,250
|
|
|
20.26
|
|
|||
Vested
|
—
|
|
|
—
|
|
|
(690,922
|
)
|
|
17.38
|
|
|
(690,922
|
)
|
|
17.38
|
|
|||
Forfeited
|
(189,066
|
)
|
|
18.98
|
|
|
(26,641
|
)
|
|
17.02
|
|
|
(215,707
|
)
|
|
18.74
|
|
|||
End of period
|
644,785
|
|
|
$
|
16.47
|
|
|
431,783
|
|
|
$
|
16.60
|
|
|
1,076,568
|
|
|
$
|
16.53
|
|
|
Year Ended September 30, 2017
|
|||||||||||||||||||
|
Performance-Based
|
|
Time-Based
|
|
Total
|
|||||||||||||||
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|||||||||
Beginning of period
|
448,693
|
|
|
$
|
16.71
|
|
|
807,124
|
|
|
$
|
17.52
|
|
|
1,255,817
|
|
|
$
|
17.23
|
|
Granted
|
263,696
|
|
|
13.60
|
|
|
271,855
|
|
|
12.50
|
|
|
535,551
|
|
|
13.04
|
|
|||
Vested
|
—
|
|
|
—
|
|
|
(189,029
|
)
|
|
15.52
|
|
|
(189,029
|
)
|
|
15.52
|
|
|||
Forfeited
|
(43,623
|
)
|
|
13.11
|
|
|
(17,769
|
)
|
|
14.08
|
|
|
(61,392
|
)
|
|
13.39
|
|
|||
End of period
|
668,766
|
|
|
$
|
15.72
|
|
|
872,181
|
|
|
$
|
16.47
|
|
|
1,540,947
|
|
|
$
|
16.15
|
|
|
Year Ended September 30, 2016
|
|||||||||||||||||||
|
Performance-Based
|
|
Time-Based
|
|
Total
|
|||||||||||||||
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|
Shares
|
|
Weighted-
Average Grant Date Fair Value |
|||||||||
Beginning of period
|
252,022
|
|
|
$
|
16.34
|
|
|
704,261
|
|
|
$
|
18.97
|
|
|
956,283
|
|
|
$
|
18.27
|
|
Granted
|
231,624
|
|
|
15.43
|
|
|
259,819
|
|
|
14.04
|
|
|
491,443
|
|
|
14.69
|
|
|||
Vested
|
—
|
|
|
—
|
|
|
(127,993
|
)
|
|
18.58
|
|
|
(127,993
|
)
|
|
18.58
|
|
|||
Forfeited
|
(34,953
|
)
|
|
5.51
|
|
|
(28,963
|
)
|
|
16.78
|
|
|
(63,916
|
)
|
|
10.62
|
|
|||
End of period
|
448,693
|
|
|
$
|
16.71
|
|
|
807,124
|
|
|
$
|
17.52
|
|
|
1,255,817
|
|
|
$
|
17.23
|
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands, except per share data)
|
|
2018
|
|
2017
|
|
2016
|
||||||
Numerator:
|
|
|
|
|
|
|
||||||
(Loss) income from continuing operations
|
|
$
|
(45,046
|
)
|
|
$
|
31,953
|
|
|
$
|
5,205
|
|
Loss from discontinued operations, net of tax
|
|
(329
|
)
|
|
(140
|
)
|
|
(512
|
)
|
|||
Net (loss) income
|
|
$
|
(45,375
|
)
|
|
$
|
31,813
|
|
|
$
|
4,693
|
|
|
|
|
|
|
|
|
||||||
Denominator:
|
|
|
|
|
|
|
||||||
Basic weighted-average shares
|
|
32,141
|
|
|
31,952
|
|
|
31,798
|
|
|||
Dilutive effect of restricted stock awards
|
|
—
|
|
|
433
|
|
|
5
|
|
|||
Dilutive effect of stock options
|
|
—
|
|
|
41
|
|
|
—
|
|
|||
Diluted weighted-average shares
(1)
|
|
32,141
|
|
|
32,426
|
|
|
31,803
|
|
|||
|
|
|
|
|
|
|
||||||
Basic (loss) income per share:
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
(1.40
|
)
|
|
$
|
1.00
|
|
|
$
|
0.16
|
|
Discontinued operations
|
|
(0.01
|
)
|
|
—
|
|
|
(0.01
|
)
|
|||
Total
|
|
$
|
(1.41
|
)
|
|
$
|
1.00
|
|
|
$
|
0.15
|
|
|
|
|
|
|
|
|
||||||
Diluted (loss) income per share:
|
|
|
|
|
|
|
||||||
Continuing operations
|
|
$
|
(1.40
|
)
|
|
$
|
0.99
|
|
|
$
|
0.16
|
|
Discontinued operations
|
|
(0.01
|
)
|
|
—
|
|
|
(0.01
|
)
|
|||
Total
|
|
$
|
(1.41
|
)
|
|
$
|
0.99
|
|
|
$
|
0.15
|
|
|
|
Fiscal Year Ended September 30,
|
|||||||
(In thousands)
|
|
2018
|
|
2017
|
|
2016
|
|||
Stock options
|
|
533
|
|
|
319
|
|
|
693
|
|
Time-based restricted stock
|
|
432
|
|
|
—
|
|
|
770
|
|
Performance-based restricted stock
|
|
645
|
|
|
—
|
|
|
—
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Operating income
(a)
|
|
|
|
|
|
||||||
West
|
$
|
142,310
|
|
|
$
|
110,600
|
|
|
$
|
99,835
|
|
East
(b)
|
57,372
|
|
|
58,191
|
|
|
42,205
|
|
|||
Southeast
(c)
|
45,950
|
|
|
53,905
|
|
|
49,250
|
|
|||
Segment total
|
245,632
|
|
|
222,696
|
|
|
191,290
|
|
|||
Corporate and unallocated
(d)
|
(164,084
|
)
|
|
(160,558
|
)
|
|
(131,965
|
)
|
|||
Total operating income
|
$
|
81,548
|
|
|
$
|
62,138
|
|
|
$
|
59,325
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Depreciation and amortization
|
|
|
|
|
|
||||||
West
|
$
|
7,062
|
|
|
$
|
7,207
|
|
|
$
|
6,086
|
|
East
|
2,619
|
|
|
2,927
|
|
|
3,173
|
|
|||
Southeast
|
3,053
|
|
|
2,564
|
|
|
2,451
|
|
|||
Segment total
|
12,734
|
|
|
12,698
|
|
|
11,710
|
|
|||
Corporate and unallocated
(d)
|
1,073
|
|
|
1,311
|
|
|
2,084
|
|
|||
Total depreciation and amortization
|
$
|
13,807
|
|
|
$
|
14,009
|
|
|
$
|
13,794
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Capital Expenditures
|
|
|
|
|
|
||||||
West
|
$
|
8,152
|
|
|
$
|
7,086
|
|
|
$
|
6,570
|
|
East
|
2,234
|
|
|
2,474
|
|
|
2,441
|
|
|||
Southeast
|
3,112
|
|
|
2,539
|
|
|
2,747
|
|
|||
Corporate and unallocated
|
3,522
|
|
|
341
|
|
|
461
|
|
|||
Total capital expenditures
|
$
|
17,020
|
|
|
$
|
12,440
|
|
|
$
|
12,219
|
|
(In thousands)
|
September 30, 2018
|
|
September 30, 2017
|
||||
Assets
|
|
|
|
||||
West
|
$
|
835,230
|
|
|
$
|
779,964
|
|
East
|
335,474
|
|
|
298,532
|
|
||
Southeast
|
414,685
|
|
|
331,618
|
|
||
Corporate and unallocated
(a)
|
542,713
|
|
|
810,881
|
|
||
Total assets
|
$
|
2,128,102
|
|
|
$
|
2,220,995
|
|
in thousands
|
Beazer Homes
USA, Inc. |
|
Guarantor
Subsidiaries |
|
Non-Guarantor
Subsidiaries |
|
Consolidating
Adjustments |
|
Consolidated
Beazer Homes USA, Inc. |
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
93,875
|
|
|
$
|
45,355
|
|
|
$
|
575
|
|
|
$
|
—
|
|
|
$
|
139,805
|
|
Restricted cash
|
10,921
|
|
|
2,522
|
|
|
—
|
|
|
—
|
|
|
13,443
|
|
|||||
Accounts receivable (net of allowance of $378)
|
—
|
|
|
24,647
|
|
|
—
|
|
|
—
|
|
|
24,647
|
|
|||||
Income tax receivable
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Owned inventory
|
—
|
|
|
1,692,284
|
|
|
—
|
|
|
—
|
|
|
1,692,284
|
|
|||||
Investments in unconsolidated entities
|
773
|
|
|
3,262
|
|
|
—
|
|
|
—
|
|
|
4,035
|
|
|||||
Deferred tax assets, net
|
213,955
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
213,955
|
|
|||||
Property and equipment, net
|
—
|
|
|
20,843
|
|
|
—
|
|
|
—
|
|
|
20,843
|
|
|||||
Investments in subsidiaries
|
645,086
|
|
|
—
|
|
|
—
|
|
|
(645,086
|
)
|
|
—
|
|
|||||
Intercompany
|
922,525
|
|
|
—
|
|
|
2,304
|
|
|
(924,829
|
)
|
|
—
|
|
|||||
Goodwill and other intangible assets, net
|
—
|
|
|
9,751
|
|
|
—
|
|
|
—
|
|
|
9,751
|
|
|||||
Other assets
|
694
|
|
|
8,626
|
|
|
19
|
|
|
—
|
|
|
9,339
|
|
|||||
Total assets
|
$
|
1,887,829
|
|
|
$
|
1,807,290
|
|
|
$
|
2,898
|
|
|
$
|
(1,569,915
|
)
|
|
$
|
2,128,102
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
||||||||||
Trade accounts payable
|
$
|
—
|
|
|
$
|
126,432
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
126,432
|
|
Other liabilities
|
14,357
|
|
|
111,906
|
|
|
126
|
|
|
—
|
|
|
126,389
|
|
|||||
Intercompany
|
2,304
|
|
|
922,525
|
|
|
—
|
|
|
(924,829
|
)
|
|
—
|
|
|||||
Total debt (net of premium/discount and debt issuance costs)
|
1,227,141
|
|
|
4,113
|
|
|
—
|
|
|
—
|
|
|
1,231,254
|
|
|||||
Total liabilities
|
1,243,802
|
|
|
1,164,976
|
|
|
126
|
|
|
(924,829
|
)
|
|
1,484,075
|
|
|||||
Stockholders’ equity
|
644,027
|
|
|
642,314
|
|
|
2,772
|
|
|
(645,086
|
)
|
|
644,027
|
|
|||||
Total liabilities and stockholders’ equity
|
$
|
1,887,829
|
|
|
$
|
1,807,290
|
|
|
$
|
2,898
|
|
|
$
|
(1,569,915
|
)
|
|
$
|
2,128,102
|
|
in thousands
|
Beazer Homes
USA, Inc. |
|
Guarantor
Subsidiaries |
|
Non-Guarantor
Subsidiaries |
|
Consolidating
Adjustments |
|
Consolidated
Beazer Homes USA, Inc. |
||||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
283,191
|
|
|
$
|
15,393
|
|
|
$
|
724
|
|
|
$
|
(7,161
|
)
|
|
$
|
292,147
|
|
Restricted cash
|
11,001
|
|
|
1,461
|
|
|
—
|
|
|
—
|
|
|
12,462
|
|
|||||
Accounts receivable (net of allowance of $330)
|
—
|
|
|
36,322
|
|
|
1
|
|
|
—
|
|
|
36,323
|
|
|||||
Income tax receivable
|
88
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
88
|
|
|||||
Owned inventory
|
—
|
|
|
1,542,807
|
|
|
—
|
|
|
—
|
|
|
1,542,807
|
|
|||||
Investments in unconsolidated entities
|
773
|
|
|
3,221
|
|
|
—
|
|
|
—
|
|
|
3,994
|
|
|||||
Deferred tax assets, net
|
307,896
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
307,896
|
|
|||||
Property and equipment, net
|
—
|
|
|
17,566
|
|
|
—
|
|
|
—
|
|
|
17,566
|
|
|||||
Investments in subsidiaries
|
808,067
|
|
|
—
|
|
|
—
|
|
|
(808,067
|
)
|
|
—
|
|
|||||
Intercompany
|
606,168
|
|
|
—
|
|
|
2,337
|
|
|
(608,505
|
)
|
|
—
|
|
|||||
Other assets
|
599
|
|
|
7,098
|
|
|
15
|
|
|
—
|
|
|
7,712
|
|
|||||
Total assets
|
$
|
2,017,783
|
|
|
$
|
1,623,868
|
|
|
$
|
3,077
|
|
|
$
|
(1,423,733
|
)
|
|
$
|
2,220,995
|
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|
|
|
|
|
|
|
|
|
||||||||||
Trade accounts payable
|
$
|
—
|
|
|
$
|
103,484
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
103,484
|
|
Other liabilities
|
11,229
|
|
|
96,189
|
|
|
241
|
|
|
—
|
|
|
107,659
|
|
|||||
Intercompany
|
2,337
|
|
|
613,329
|
|
|
—
|
|
|
(615,666
|
)
|
|
—
|
|
|||||
Total debt (net of discount and debt issuance costs)
|
1,321,777
|
|
|
5,635
|
|
|
—
|
|
|
—
|
|
|
1,327,412
|
|
|||||
Total liabilities
|
1,335,343
|
|
|
818,637
|
|
|
241
|
|
|
(615,666
|
)
|
|
1,538,555
|
|
|||||
Stockholders’ equity
|
682,440
|
|
|
805,231
|
|
|
2,836
|
|
|
(808,067
|
)
|
|
682,440
|
|
|||||
Total liabilities and stockholders’ equity
|
$
|
2,017,783
|
|
|
$
|
1,623,868
|
|
|
$
|
3,077
|
|
|
$
|
(1,423,733
|
)
|
|
$
|
2,220,995
|
|
in thousands
|
Beazer Homes
USA, Inc. |
|
Guarantor
Subsidiaries |
|
Non-Guarantor
Subsidiaries |
|
Consolidating
Adjustments |
|
Consolidated
Beazer Homes USA, Inc. |
||||||||||
Fiscal Year Ended September 30, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
—
|
|
|
$
|
2,107,133
|
|
|
$
|
83
|
|
|
$
|
(83
|
)
|
|
$
|
2,107,133
|
|
Home construction and land sales expenses
|
91,132
|
|
|
1,664,570
|
|
|
—
|
|
|
(83
|
)
|
|
1,755,619
|
|
|||||
Inventory impairments and abandonments
|
1,961
|
|
|
4,538
|
|
|
—
|
|
|
—
|
|
|
6,499
|
|
|||||
Gross (loss) profit
|
(93,093
|
)
|
|
438,025
|
|
|
83
|
|
|
—
|
|
|
345,015
|
|
|||||
Commissions
|
—
|
|
|
81,002
|
|
|
—
|
|
|
—
|
|
|
81,002
|
|
|||||
General and administrative expenses
|
—
|
|
|
168,536
|
|
|
122
|
|
|
—
|
|
|
168,658
|
|
|||||
Depreciation and amortization
|
—
|
|
|
13,807
|
|
|
—
|
|
|
—
|
|
|
13,807
|
|
|||||
Operating (loss) income
|
(93,093
|
)
|
|
174,680
|
|
|
(39
|
)
|
|
—
|
|
|
81,548
|
|
|||||
Equity in income of unconsolidated entities
|
—
|
|
|
34
|
|
|
—
|
|
|
—
|
|
|
34
|
|
|||||
Loss on extinguishment of debt
|
(27,839
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(27,839
|
)
|
|||||
Other (expense) income, net
|
(5,323
|
)
|
|
1,046
|
|
|
(28
|
)
|
|
—
|
|
|
(4,305
|
)
|
|||||
(Loss) income before income taxes
|
(126,255
|
)
|
|
175,760
|
|
|
(67
|
)
|
|
—
|
|
|
49,438
|
|
|||||
(Benefit) expense from income taxes
|
(93,714
|
)
|
|
188,217
|
|
|
(19
|
)
|
|
—
|
|
|
94,484
|
|
|||||
Equity in loss of subsidiaries
|
(12,505
|
)
|
|
—
|
|
|
—
|
|
|
12,505
|
|
|
—
|
|
|||||
Loss from continuing operations
|
(45,046
|
)
|
|
(12,457
|
)
|
|
(48
|
)
|
|
12,505
|
|
|
(45,046
|
)
|
|||||
Loss from discontinued operations, net of tax
|
—
|
|
|
(312
|
)
|
|
(17
|
)
|
|
—
|
|
|
(329
|
)
|
|||||
Equity in loss of subsidiaries
|
(329
|
)
|
|
—
|
|
|
—
|
|
|
329
|
|
|
—
|
|
|||||
Net loss
|
$
|
(45,375
|
)
|
|
$
|
(12,769
|
)
|
|
$
|
(65
|
)
|
|
$
|
12,834
|
|
|
$
|
(45,375
|
)
|
|
Beazer Homes
USA, Inc. |
|
Guarantor
Subsidiaries |
|
Non-Guarantor
Subsidiaries |
|
Consolidating
Adjustments |
|
Consolidated
Beazer Homes USA, Inc. |
||||||||||
Fiscal Year Ended September 30, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
—
|
|
|
$
|
1,916,278
|
|
|
$
|
107
|
|
|
$
|
(107
|
)
|
|
$
|
1,916,278
|
|
Home construction and land sales expenses
|
88,764
|
|
|
1,512,312
|
|
|
—
|
|
|
(107
|
)
|
|
1,600,969
|
|
|||||
Inventory impairments and abandonments
|
56
|
|
|
2,389
|
|
|
—
|
|
|
—
|
|
|
2,445
|
|
|||||
Gross (loss) profit
|
(88,820
|
)
|
|
401,577
|
|
|
107
|
|
|
—
|
|
|
312,864
|
|
|||||
Commissions
|
—
|
|
|
74,811
|
|
|
—
|
|
|
—
|
|
|
74,811
|
|
|||||
General and administrative expenses
|
—
|
|
|
161,804
|
|
|
102
|
|
|
—
|
|
|
161,906
|
|
|||||
Depreciation and amortization
|
—
|
|
|
14,009
|
|
|
—
|
|
|
—
|
|
|
14,009
|
|
|||||
Operating (loss) income
|
(88,820
|
)
|
|
150,953
|
|
|
5
|
|
|
—
|
|
|
62,138
|
|
|||||
Equity in income of unconsolidated entities
|
—
|
|
|
371
|
|
|
—
|
|
|
—
|
|
|
371
|
|
|||||
Loss on extinguishment of debt
|
(12,630
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(12,630
|
)
|
|||||
Other (expense) income, net
|
(15,635
|
)
|
|
429
|
|
|
(24
|
)
|
|
—
|
|
|
(15,230
|
)
|
|||||
(Loss) income before income taxes
|
(117,085
|
)
|
|
151,753
|
|
|
(19
|
)
|
|
—
|
|
|
34,649
|
|
|||||
(Benefit) expense from income taxes
|
(42,564
|
)
|
|
45,266
|
|
|
(6
|
)
|
|
—
|
|
|
2,696
|
|
|||||
Equity in income of subsidiaries
|
106,474
|
|
|
—
|
|
|
—
|
|
|
(106,474
|
)
|
|
—
|
|
|||||
Income (loss) from continuing operations
|
31,953
|
|
|
106,487
|
|
|
(13
|
)
|
|
(106,474
|
)
|
|
31,953
|
|
|||||
Loss from discontinued operations, net of tax
|
—
|
|
|
(115
|
)
|
|
(25
|
)
|
|
—
|
|
|
(140
|
)
|
|||||
Equity in loss of subsidiaries
|
(140
|
)
|
|
—
|
|
|
—
|
|
|
140
|
|
|
—
|
|
|||||
Net income (loss)
|
$
|
31,813
|
|
|
$
|
106,372
|
|
|
$
|
(38
|
)
|
|
$
|
(106,334
|
)
|
|
$
|
31,813
|
|
in thousands
|
Beazer Homes
USA, Inc. |
|
Guarantor
Subsidiaries |
|
Non-Guarantor
Subsidiaries |
|
Consolidating
Adjustments |
|
Consolidated
Beazer Homes USA, Inc. |
||||||||||
Fiscal Year Ended September 30, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
$
|
—
|
|
|
$
|
1,822,114
|
|
|
$
|
156
|
|
|
$
|
(156
|
)
|
|
$
|
1,822,114
|
|
Home construction and land sales expenses
|
77,941
|
|
|
1,431,840
|
|
|
—
|
|
|
(156
|
)
|
|
1,509,625
|
|
|||||
Inventory impairments and abandonments
|
710
|
|
|
14,572
|
|
|
—
|
|
|
—
|
|
|
15,282
|
|
|||||
Gross (loss) profit
|
(78,651
|
)
|
|
375,702
|
|
|
156
|
|
|
—
|
|
|
297,207
|
|
|||||
Commissions
|
—
|
|
|
70,460
|
|
|
—
|
|
|
—
|
|
|
70,460
|
|
|||||
General and administrative expenses
|
—
|
|
|
153,524
|
|
|
104
|
|
|
—
|
|
|
153,628
|
|
|||||
Depreciation and amortization
|
—
|
|
|
13,794
|
|
|
—
|
|
|
—
|
|
|
13,794
|
|
|||||
Operating (loss) income
|
(78,651
|
)
|
|
137,924
|
|
|
52
|
|
|
—
|
|
|
59,325
|
|
|||||
Equity in income of unconsolidated entities
|
—
|
|
|
131
|
|
|
—
|
|
|
—
|
|
|
131
|
|
|||||
Loss on extinguishment of debt
|
(13,423
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(13,423
|
)
|
|||||
Other (expense) income, net
|
(25,388
|
)
|
|
1,061
|
|
|
(3
|
)
|
|
—
|
|
|
(24,330
|
)
|
|||||
(Loss) income before income taxes
|
(117,462
|
)
|
|
139,116
|
|
|
49
|
|
|
—
|
|
|
21,703
|
|
|||||
(Benefit) expense from income taxes
|
(70,126
|
)
|
|
86,605
|
|
|
19
|
|
|
—
|
|
|
16,498
|
|
|||||
Equity in income of subsidiaries
|
52,541
|
|
|
—
|
|
|
—
|
|
|
(52,541
|
)
|
|
—
|
|
|||||
Income from continuing operations
|
5,205
|
|
|
52,511
|
|
|
30
|
|
|
(52,541
|
)
|
|
5,205
|
|
|||||
Loss from discontinued operations, net of tax
|
—
|
|
|
(503
|
)
|
|
(9
|
)
|
|
—
|
|
|
(512
|
)
|
|||||
Equity in loss of subsidiaries
|
(512
|
)
|
|
—
|
|
|
—
|
|
|
512
|
|
|
—
|
|
|||||
Net income
|
$
|
4,693
|
|
|
$
|
52,008
|
|
|
$
|
21
|
|
|
$
|
(52,029
|
)
|
|
$
|
4,693
|
|
in thousands
|
Beazer Homes
USA, Inc. |
|
Guarantor
Subsidiaries |
|
Non-Guarantor
Subsidiaries |
|
Consolidating
Adjustments |
|
Consolidated
Beazer Homes USA, Inc. |
||||||||||
Fiscal Year Ended September 30, 2018
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash (used in) provided by operating activities
|
$
|
(25,713
|
)
|
|
$
|
56,153
|
|
|
$
|
(152
|
)
|
|
$
|
—
|
|
|
$
|
30,288
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital expenditures
|
—
|
|
|
(17,020
|
)
|
|
—
|
|
|
—
|
|
|
(17,020
|
)
|
|||||
Proceeds from sale of fixed assets
|
—
|
|
|
370
|
|
|
—
|
|
|
—
|
|
|
370
|
|
|||||
Cash used for business acquisition, net of cash acquired
|
—
|
|
|
(57,253
|
)
|
|
—
|
|
|
—
|
|
|
(57,253
|
)
|
|||||
Investments in unconsolidated entities
|
—
|
|
|
(421
|
)
|
|
—
|
|
|
—
|
|
|
(421
|
)
|
|||||
Return of capital from unconsolidated entities
|
—
|
|
|
176
|
|
|
—
|
|
|
—
|
|
|
176
|
|
|||||
Advances to/from subsidiaries
|
(56,182
|
)
|
|
—
|
|
|
3
|
|
|
56,179
|
|
|
—
|
|
|||||
Net cash (used in) provided by investing activities
|
(56,182
|
)
|
|
(74,148
|
)
|
|
3
|
|
|
56,179
|
|
|
(74,148
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Repayment of debt
|
(497,915
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(497,915
|
)
|
|||||
Proceeds from issuance of new debt
|
400,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400,000
|
|
|||||
Repayment of borrowing from credit facility
|
(225,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(225,000
|
)
|
|||||
Borrowing from credit facility
|
225,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
225,000
|
|
|||||
Debt issuance costs
|
(6,272
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,272
|
)
|
|||||
Other financing activities
|
(3,314
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,314
|
)
|
|||||
Advances to/from subsidiaries
|
—
|
|
|
49,018
|
|
|
—
|
|
|
(49,018
|
)
|
|
—
|
|
|||||
Net cash (used in) provided by financing activities
|
(107,501
|
)
|
|
49,018
|
|
|
—
|
|
|
(49,018
|
)
|
|
(107,501
|
)
|
|||||
(Decrease) increase in cash and cash equivalents
|
(189,396
|
)
|
|
31,023
|
|
|
(149
|
)
|
|
7,161
|
|
|
(151,361
|
)
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
294,191
|
|
|
16,855
|
|
|
724
|
|
|
(7,161
|
)
|
|
304,609
|
|
|||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
104,795
|
|
|
$
|
47,878
|
|
|
$
|
575
|
|
|
$
|
—
|
|
|
$
|
153,248
|
|
in thousands
|
Beazer Homes
USA, Inc. |
|
Guarantor
Subsidiaries |
|
Non-Guarantor
Subsidiaries |
|
Consolidating
Adjustments |
|
Consolidated
Beazer Homes USA, Inc. |
||||||||||
Fiscal Year Ended September 30, 2017
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash (used in) provided by operating activities
|
$
|
(74,046
|
)
|
|
$
|
170,129
|
|
|
$
|
(174
|
)
|
|
$
|
—
|
|
|
$
|
95,909
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital expenditures
|
—
|
|
|
(12,440
|
)
|
|
—
|
|
|
—
|
|
|
(12,440
|
)
|
|||||
Proceeds from sale of fixed assets
|
—
|
|
|
297
|
|
|
—
|
|
|
—
|
|
|
297
|
|
|||||
Investments in unconsolidated entities
|
—
|
|
|
(3,261
|
)
|
|
—
|
|
|
—
|
|
|
(3,261
|
)
|
|||||
Return of capital from unconsolidated entities
|
—
|
|
|
1,621
|
|
|
—
|
|
|
—
|
|
|
1,621
|
|
|||||
Advances to/from subsidiaries
|
148,081
|
|
|
—
|
|
|
39
|
|
|
(148,120
|
)
|
|
—
|
|
|||||
Net cash provided by (used in) investing activities
|
148,081
|
|
|
(13,783
|
)
|
|
39
|
|
|
(148,120
|
)
|
|
(13,783
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Repayment of debt
|
(253,046
|
)
|
|
(12,437
|
)
|
|
—
|
|
|
—
|
|
|
(265,483
|
)
|
|||||
Proceeds from issuance of new debt
|
250,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
250,000
|
|
|||||
Repayment of borrowing from credit facility
|
(25,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(25,000
|
)
|
|||||
Borrowing from credit facility
|
25,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
25,000
|
|
|||||
Debt issuance costs
|
(4,919
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,919
|
)
|
|||||
Other financing activities
|
(391
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(391
|
)
|
|||||
Advances to/from subsidiaries
|
—
|
|
|
(145,459
|
)
|
|
|
|
145,459
|
|
|
—
|
|
||||||
Net cash used in financing activities
|
(8,356
|
)
|
|
(157,896
|
)
|
|
—
|
|
|
145,459
|
|
|
(20,793
|
)
|
|||||
Increase (decrease) in cash and cash equivalents
|
65,679
|
|
|
(1,550
|
)
|
|
(135
|
)
|
|
(2,661
|
)
|
|
61,333
|
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
228,512
|
|
|
18,405
|
|
|
859
|
|
|
(4,500
|
)
|
|
243,276
|
|
|||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
294,191
|
|
|
$
|
16,855
|
|
|
$
|
724
|
|
|
$
|
(7,161
|
)
|
|
$
|
304,609
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Fiscal Year Ended September 30, 2016
|
|
|
|
|
|
|
|
|
|
||||||||||
Net cash (used in) provided by operating activities
|
$
|
(56,218
|
)
|
|
$
|
219,401
|
|
|
$
|
(158
|
)
|
|
$
|
—
|
|
|
$
|
163,025
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital expenditures
|
—
|
|
|
(12,219
|
)
|
|
—
|
|
|
—
|
|
|
(12,219
|
)
|
|||||
Proceeds from sale of fixed assets
|
—
|
|
|
2,624
|
|
|
—
|
|
|
—
|
|
|
2,624
|
|
|||||
Investments in unconsolidated entities
|
—
|
|
|
(4,241
|
)
|
|
—
|
|
|
—
|
|
|
(4,241
|
)
|
|||||
Return of capital from unconsolidated entities
|
—
|
|
|
1,142
|
|
|
—
|
|
|
—
|
|
|
1,142
|
|
|||||
Advances to/from subsidiaries
|
203,690
|
|
|
—
|
|
|
11
|
|
|
(203,701
|
)
|
|
—
|
|
|||||
Net cash provided by (used in) investing activities
|
203,690
|
|
|
(12,694
|
)
|
|
11
|
|
|
(203,701
|
)
|
|
(12,694
|
)
|
|||||
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||||||
Repayment of debt
|
(819,044
|
)
|
|
(9,177
|
)
|
|
—
|
|
|
—
|
|
|
(828,221
|
)
|
|||||
Proceeds from issuance of new debt
|
642,150
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
642,150
|
|
|||||
Borrowing from credit facility
|
90,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
90,000
|
|
|||||
Repayment of borrowing from credit facility
|
(90,000
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(90,000
|
)
|
|||||
Debt issuance costs
|
(11,246
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,246
|
)
|
|||||
Other financing activities
|
(222
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(222
|
)
|
|||||
Advances to/from subsidiaries
|
—
|
|
|
(202,393
|
)
|
|
—
|
|
|
202,393
|
|
|
—
|
|
|||||
Net cash used in financing activities
|
(188,362
|
)
|
|
(211,570
|
)
|
|
—
|
|
|
202,393
|
|
|
(197,539
|
)
|
|||||
Decrease in cash and cash equivalents
|
(40,890
|
)
|
|
(4,863
|
)
|
|
(147
|
)
|
|
(1,308
|
)
|
|
(47,208
|
)
|
|||||
Cash, cash equivalents and restricted cash at beginning of period
|
269,402
|
|
|
23,268
|
|
|
1,006
|
|
|
(3,192
|
)
|
|
290,484
|
|
|||||
Cash, cash equivalents and restricted cash at end of period
|
$
|
228,512
|
|
|
$
|
18,405
|
|
|
$
|
859
|
|
|
$
|
(4,500
|
)
|
|
$
|
243,276
|
|
|
Fiscal Year Ended September 30,
|
||||||||||
(In thousands)
|
2018
|
|
2017
|
|
2016
|
||||||
Total revenue
|
$
|
633
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Home construction and land sales expenses
|
612
|
|
|
72
|
|
|
668
|
|
|||
Inventory impairments and abandonments
|
450
|
|
|
—
|
|
|
—
|
|
|||
Gross loss
|
(429
|
)
|
|
(72
|
)
|
|
(668
|
)
|
|||
General and administrative expenses
|
101
|
|
|
169
|
|
|
137
|
|
|||
Operating loss
|
(530
|
)
|
|
(241
|
)
|
|
(805
|
)
|
|||
Equity in income of unconsolidated entities
|
93
|
|
|
31
|
|
|
12
|
|
|||
Other (expense) income, net
|
(4
|
)
|
|
(5
|
)
|
|
6
|
|
|||
Loss from discontinued operations before income taxes
|
(441
|
)
|
|
(215
|
)
|
|
(787
|
)
|
|||
Benefit from income taxes
|
(112
|
)
|
|
(75
|
)
|
|
(275
|
)
|
|||
Loss from discontinued operations, net of tax
|
$
|
(329
|
)
|
|
$
|
(140
|
)
|
|
$
|
(512
|
)
|
(In thousands, except per share data)
|
Quarter Ended
|
||||||||||||||
Fiscal 2018
|
December 31
|
|
March 31
|
|
June 30
|
|
September 30
|
||||||||
Total revenue
|
$
|
372,489
|
|
|
$
|
455,178
|
|
|
$
|
511,521
|
|
|
$
|
767,945
|
|
Gross profit
(a)
|
60,829
|
|
|
75,077
|
|
|
83,244
|
|
|
125,865
|
|
||||
Operating income
|
6,681
|
|
|
13,825
|
|
|
17,580
|
|
|
43,462
|
|
||||
Net (loss) income from continuing operations
(b)
|
(130,575
|
)
|
|
11,616
|
|
|
13,429
|
|
|
60,484
|
|
||||
Basic EPS from continuing operations
(c)
|
$
|
(4.07
|
)
|
|
$
|
0.36
|
|
|
$
|
0.42
|
|
|
$
|
1.88
|
|
Diluted EPS from continuing operations
(c)
|
$
|
(4.07
|
)
|
|
$
|
0.36
|
|
|
$
|
0.41
|
|
|
$
|
1.83
|
|
|
|
|
|
|
|
|
|
||||||||
Fiscal 2017
|
|
|
|
|
|
|
|
||||||||
Total revenue
|
$
|
339,241
|
|
|
$
|
425,468
|
|
|
$
|
478,588
|
|
|
$
|
672,981
|
|
Gross profit
(a)
|
53,663
|
|
|
67,398
|
|
|
78,443
|
|
|
113,360
|
|
||||
Operating income
|
1,275
|
|
|
7,511
|
|
|
15,569
|
|
|
37,783
|
|
||||
Net (loss) income from continuing operations
(b)
|
(1,359
|
)
|
|
(7,495
|
)
|
|
7,114
|
|
|
33,693
|
|
||||
Basic EPS from continuing operations
(c)
|
$
|
(0.04
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
0.22
|
|
|
$
|
1.05
|
|
Diluted EPS from continuing operations
(c)
|
$
|
(0.04
|
)
|
|
$
|
(0.23
|
)
|
|
$
|
0.22
|
|
|
$
|
1.03
|
|
(a)
|
Gross profit in fiscal
2018
and
2017
includes inventory impairment and abandonments as follows:
|
(In thousands)
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
1st Quarter
|
$
|
—
|
|
|
$
|
—
|
|
2nd Quarter
|
—
|
|
|
282
|
|
||
3rd Quarter
|
168
|
|
|
470
|
|
||
4th Quarter
|
6,331
|
|
|
1,693
|
|
||
|
$
|
6,499
|
|
|
$
|
2,445
|
|
(In thousands)
|
Fiscal 2018
|
|
Fiscal 2017
|
||||
1st Quarter
|
$
|
(25,904
|
)
|
|
$
|
—
|
|
2nd Quarter
|
—
|
|
|
(15,563
|
)
|
||
3rd Quarter
|
—
|
|
|
—
|
|
||
4th Quarter
|
(1,935
|
)
|
|
2,933
|
|
||
|
$
|
(27,839
|
)
|
|
$
|
(12,630
|
)
|
(a)
|
1. Financial Statements
|
|
Page Herein
|
|
2. Financial Statement Schedules
|
None required.
|
|
3. Exhibits
|
All exhibits were filed under File No. 001-12822, except as otherwise indicated below.
|
|
|
|
|
Exhibit Number
|
|
|
Exhibit Description
|
|
|
|
|
3.1
|
—
|
|
|
3.2
|
—
|
|
|
3.3
|
—
|
|
|
3.4
|
—
|
|
|
3.5
|
—
|
|
|
3.6
|
—
|
|
|
3.7
|
—
|
|
|
3.8
|
—
|
|
|
4.1
|
—
|
|
|
4.2
|
—
|
|
4.3
|
—
|
|
|
4.4
|
—
|
|
Reserved.
|
4.5
|
—
|
|
Reserved.
|
4.6
|
—
|
|
|
4.7
|
—
|
|
|
4.8
|
—
|
|
|
4.9
|
—
|
|
|
4.10
|
—
|
|
Reserved.
|
4.11
|
—
|
|
|
4.12
|
—
|
|
Reserved.
|
4.13
|
—
|
|
|
4.14
|
—
|
|
|
4.15
|
—
|
|
|
4.16
|
—
|
|
|
4.17
|
—
|
|
|
4.18
|
—
|
|
|
4.19
|
—
|
|
|
4.20
|
—
|
|
|
4.21
|
—
|
|
|
4.22
|
—
|
|
|
4.23
|
—
|
|
Reserved.
|
4.24
|
—
|
|
Reserved.
|
4.25
|
—
|
|
Reserved.
|
4.26
|
—
|
|
|
4.27
|
—
|
|
|
4.28
|
—
|
|
|
4.29
|
—
|
|
|
4.30
|
—
|
|
|
4.31
|
—
|
|
|
4.32
|
—
|
|
|
4.33
|
—
|
|
|
10.1*
|
—
|
|
|
10.2*
|
—
|
|
|
10.3*
|
—
|
|
|
10.4*
|
—
|
|
|
10.5*
|
—
|
|
|
10.6*
|
—
|
|
|
10.7*
|
—
|
|
|
10.8*
|
—
|
|
|
10.9*
|
—
|
|
|
10.10*
|
—
|
|
|
10.11*
|
—
|
|
|
10.12*
|
—
|
|
|
10.13*
|
—
|
|
|
10.14*
|
—
|
|
|
10.15*
|
—
|
|
10.16*
|
—
|
|
|
10.17*
|
—
|
|
|
10.18*
|
—
|
|
Reserved.
|
10.19*
|
—
|
|
Reserved.
|
10.20*
|
—
|
|
Reserved.
|
10.21*
|
—
|
|
|
10.22*
|
—
|
|
|
10.23*
|
—
|
|
|
10.24*
|
—
|
|
|
10.25*
|
—
|
|
|
10.26*
|
—
|
|
|
10.27*
|
—
|
|
|
10.28*
|
—
|
|
|
10.29*
|
—
|
|
|
10.30
|
—
|
|
|
10.31
|
—
|
|
|
10.32
|
—
|
|
|
10.33
|
—
|
|
|
10.34
|
—
|
|
|
10.35
|
—
|
|
|
10.36
|
—
|
|
10.37
|
—
|
|
|
10.38
|
—
|
|
|
10.39
|
—
|
|
|
10.40
|
—
|
|
|
10.41*
|
—
|
|
|
21
|
—
|
|
|
23
|
—
|
|
|
31.1
|
—
|
|
|
31.2
|
—
|
|
|
32.1
|
—
|
|
|
32.2
|
—
|
|
|
101.INS
|
—
|
|
XBRL Instance Document
|
101.SCH
|
—
|
|
XBRL Schema Document
|
101.CAL
|
—
|
|
XBRL Calculation Linkbase Document
|
101.LAB
|
—
|
|
XBRL Labels Linkbase Document
|
101.PRE
|
—
|
|
XBRL Presentation Linkbase Document
|
101.DEF
|
—
|
|
XRBL Definition Linkbase Document
|
(b)
|
Exhibits
|
Reference is made to Item 15(a)3 above. The following is a list of exhibits, included in item 15(a)3 above, that are filed concurrently with this report.
|
10.29*
|
—
|
|
|
21
|
—
|
|
|
23
|
—
|
|
|
31.1
|
—
|
|
|
31.2
|
—
|
|
|
32.1
|
—
|
|
|
32.2
|
—
|
|
|
101.INS
|
—
|
|
XBRL Instance Document
|
101.SCH
|
—
|
|
XBRL Schema Document
|
101.CAL
|
—
|
|
XBRL Calculation Linkbase Document
|
101.LAB
|
—
|
|
XBRL Labels Linkbase Document
|
101.PRE
|
—
|
|
XBRL Presentation Linkbase Document
|
101.DEF
|
—
|
|
XRBL Definition Linkbase Document
|
(c)
|
Financial Statement Schedules
|
Reference is made to Item 15(a)2 above.
|
Date:
|
November 13, 2018
|
Beazer Homes USA, Inc.
|
||
|
|
|
|
|
|
|
By:
|
|
/s/ Allan P. Merrill
|
|
|
|
Name:
|
Allan P. Merrill
|
|
|
|
|
President and Chief Executive Officer
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Stephen P. Zelnak
|
|
|
|
Name:
|
Stephen P. Zelnak, Jr.
|
|
|
|
|
Director and Non-Executive Chairman of the Board
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Allan P. Merrill
|
|
|
|
Name:
|
Allan P. Merrill
|
|
|
|
|
President, Chief Executive Officer and Director
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Elizabeth S. Acton
|
|
|
|
Name:
|
Elizabeth S. Acton
|
|
|
|
|
Director
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Laurent Alpert
|
|
|
|
Name:
|
Laurent Alpert
|
|
|
|
|
Director
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Brian C. Beazer
|
|
|
|
Name:
|
Brian C. Beazer
|
|
|
|
|
Director and Chairman Emeritus
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Peter G. Leemputte
|
|
|
|
Name:
|
Peter G. Leemputte
|
|
|
|
|
Director
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Peter M. Orser
|
|
|
|
Name:
|
Peter M. Orser
|
|
|
|
|
Director
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Norma Provencio
|
|
|
|
Name:
|
Norma Provencio
|
|
|
|
|
Director
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Danny R. Shepherd
|
|
|
|
Name:
|
Danny R. Shepherd
|
|
|
|
|
Director
|
Date:
|
November 13, 2018
|
By:
|
|
/s/ Robert L. Salomon
|
|
|
|
Name:
|
Robert L. Salomon
|
|
|
|
|
Executive Vice President and Chief Financial Officer
|
COMPANY:
BEAZER HOMES USA, INC.
|
|
EXECUTIVE:
|
|
By:
|
/s/ Allan P. Merrill
|
|
/s/ Keith L. Belknap
|
Name:
|
Allan P. Merrill
|
|
Keith L. Belknap
|
Title:
|
President and Chief Executive Officer
|
|
|
Name
|
|
Jurisdiction of Incorporation
|
April Corporation
|
|
Colorado
|
Arden Park Ventures, LLC
|
|
Florida
|
Beazer Clarksburg, LLC
|
|
Maryland
|
Beazer Gain, LLC
|
|
Delaware
|
Beazer General Services, Inc.
|
|
Delaware
|
Beazer Homes Capital Trust I
|
|
Delaware
|
Beazer Homes, LLC
|
|
Delaware
|
Beazer Homes Holdings, LLC
|
|
Delaware
|
Beazer Homes Indiana LLP
|
|
Indiana
|
Beazer Homes Indiana Holdings Corp.
|
|
Delaware
|
Beazer Homes Investments, LLC
|
|
Delaware
|
Beazer Homes Sales, Inc.
|
|
Delaware
|
Beazer Homes Texas Holdings, Inc.
|
|
Delaware
|
Beazer Homes Texas, L.P.
|
|
Delaware
|
Beazer-Inspirada LLC
|
|
Delaware
|
Beazer Mortgage Corporation
|
|
Delaware
|
Beazer Realty Corp.
|
|
Georgia
|
Beazer Realty Los Angeles, Inc.
|
|
Delaware
|
Beazer Realty Services, LLC
|
|
Delaware
|
BH Building Products, LP
|
|
Delaware
|
BH Procurement Services, LLC
|
|
Delaware
|
Clarksburg Arora LLC
|
|
Maryland
|
Clarksburg Skylark, LLC
|
|
Maryland
|
Elysian Heights Potomia, LLC
|
|
Virginia
|
Dove Barrington Development LLC
|
|
Delaware
|
Gatherings, LLC
|
|
Delaware
|
Security Title Insurance Company
|
|
Vermont
|
United Home Insurance Company,
A Risk Retention Group
|
|
Vermont
|
1.
|
I have reviewed this annual report on Form 10-K of Beazer Homes USA, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
Date:
|
November 13, 2018
|
|
|
|
|
/s/ Allan P. Merrill
|
|
|
Allan P. Merrill
|
|
|
President and Chief Executive Officer
|
1.
|
I have reviewed this annual report on Form 10-K of Beazer Homes USA, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
(a)
|
all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
(b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
Date:
|
November 13, 2018
|
|
|
|
|
/s/ Robert L. Salomon
|
|
|
Robert L. Salomon
|
|
|
Executive Vice President and Chief Financial Officer
|
|
Date:
|
November 13, 2018
|
|
|
|
|
/s/ Allan P. Merrill
|
|
|
Allan P. Merrill
|
|
|
President and Chief Executive Officer
|
|
Date:
|
November 13, 2018
|
|
|
|
|
/s/ Robert L. Salomon
|
|
|
Robert L. Salomon
|
|
|
Executive Vice President and Chief Financial Officer
|