þ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
o | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
DELAWARE
(State or other jurisdiction of incorporation or organization) |
58-2086934
(I.R.S. employer Identification no.) |
Large accelerated filer o | Accelerated filer o | Non-accelerated filer o (Do not check if a smaller reporting company) | Smaller reporting company þ |
Class | Outstanding at July 31, 2010 | |
Common Stock, $0.001 par value | 75,677,360 shares |
| the final outcome of various putative class action lawsuits, multi-party suits and similar proceedings as well as the results of any other litigation or government proceedings and fulfillment of the obligations in the Deferred Prosecution Agreement and other settlement agreements and consent orders with governmental authorities; | ||
| additional asset impairment charges or writedowns; | ||
| economic changes nationally or in local markets, including changes in consumer confidence, unemployment rates, volatility of mortgage interest rates and inflation; | ||
| continued or increased downturn in the homebuilding industry; | ||
| estimates related to homes to be delivered in the future (backlog) are imprecise as they are subject to various cancellation risks which cannot be fully controlled; | ||
| continued or increased disruption in the availability of mortgage financing or number of foreclosures in the market; | ||
| our cost of and ability to access capital and otherwise meet our ongoing liquidity needs including the impact of any further downgrades of our credit ratings or reductions in our tangible net worth or liquidity levels; | ||
| potential inability to comply with covenants in our debt agreements, or satisfy such obligations through repayment or refinancing | ||
| increased competition or delays in reacting to changing consumer preference in home design; | ||
| shortages of or increased prices for labor, land or raw materials used in housing production; | ||
| factors affecting margins such as decreased land values underlying land option agreements, increased land development costs on communities under development or delays or difficulties in implementing initiatives to reduce production and overhead cost structure; | ||
| the performance of our joint ventures and our joint venture partners; | ||
| the impact of construction defect and home warranty claims including those related to possible installation of drywall imported from China; | ||
| the cost and availability of insurance and surety bonds; | ||
| delays in land development or home construction resulting from adverse weather conditions; | ||
| 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 and governmental policies; | ||
| effects of changes in accounting policies, standards, guidelines or principles; or | ||
| terrorist acts, acts of war and other factors over which the Company has little or no control. |
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4
5
6
7
8
9
10
11
12
13
14
15
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19
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Item 1.
Table of Contents
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
339,942
$
224,071
$
756,911
$
628,864
294,751
206,458
647,360
565,857
5,052
11,792
24,049
67,111
40,139
5,821
85,502
(4,104
)
54,573
49,623
145,251
169,807
3,620
4,960
9,791
12,934
16,143
(18,054
)
(48,762
)
(69,540
)
(202,988
)
(12,492
)
(3,428
)
(21,314
)
(13,191
)
(9,045
)
55,214
43,901
55,214
(16,383
)
(22,291
)
(53,951
)
(59,714
)
(55,974
)
(19,267
)
(100,904
)
(220,679
)
(28,382
)
6,150
(124,091
)
(7,364
)
(27,592
)
(25,417
)
23,187
(213,315
)
(224
)
(2,559
)
2,294
(9,859
)
$
(27,816
)
$
(27,976
)
$
25,481
$
(223,174
)
68,310
38,815
55,079
38,666
68,310
38,815
65,276
38,666
$
(0.41
)
$
(0.65
)
$
0.42
$
(5.52
)
$
$
(0.07
)
$
0.04
$
(0.25
)
$
(0.41
)
$
(0.72
)
$
0.46
$
(5.77
)
$
(0.41
)
$
(0.65
)
$
0.38
$
(5.52
)
$
$
(0.07
)
$
0.03
$
(0.25
)
$
(0.41
)
$
(0.72
)
$
0.41
$
(5.77
)
Table of Contents
Nine Months Ended
June 30,
2010
2009
$
25,481
$
(223,174
)
9,795
13,079
8,398
8,865
24,281
76,320
16,143
(4,063
)
(1,893
)
2,057
2,267
24,045
13,795
75
2,991
(44,602
)
(58,788
)
(3,972
)
(2,786
)
(1,533
)
23,156
(31,014
)
159,543
20,442
90,833
6,728
21,832
(3,251
)
(13,910
)
(31,626
)
(126,760
)
(464
)
(13
)
777
1,500
(6,658
)
(5,484
)
(5,122
)
(9,042
)
(26,250
)
(21,958
)
33,103
10,353
(4,927
)
(26,131
)
(617,133
)
(91,154
)
373,238
(9,296
)
(1,311
)
(134
)
(22
)
166,719
57,432
(2,057
)
(2,267
)
(31,231
)
(94,754
)
(35,381
)
(119,385
)
507,339
584,334
$
471,958
$
464,949
Table of Contents
Actual Net Contribution Margin (defined as homebuilding revenues less homebuilding
costs and direct selling expenses) for homes closed in the current fiscal quarter, fiscal
year to date and prior two fiscal quarters. Homebuilding costs include land and land
development costs (based upon an allocation of such costs, including costs to complete the
development, or specific lot costs), home construction costs (including an estimate of
costs, if any, to complete home construction), previously capitalized indirect costs
(principally for construction supervision), capitalized interest and estimated warranty
costs. Direct selling expenses include commission, closing costs, and amortization related
to model home furnishings and improvements;
Projected Net Contribution Margin for homes in backlog;
Actual and trending new orders and cancellation rates;
Actual and trending base home sales prices and sales incentives for home sales that
occurred in the prior two fiscal quarters that remain in backlog at the end of the fiscal
quarter and expected future homes sales prices and sales incentives and absorption over the
expected remaining life of the community;
A comparison of our community to our competition to include, among other things, an
analysis of various product offerings including the size and style of the homes currently
offered for sale, community amenity levels, availability of
lots in our community and our competitions, desirability and uniqueness of our community
and other market factors; and
Other events that may indicate that the carrying value may not be recoverable.
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management has the authority and commits to a plan to sell the land;
the land is available for immediate sale in its present condition;
there is an active program to locate a buyer and the plan to sell the property has been
initiated;
Table of Contents
the sale of the land is probable within one year;
the property is being actively marketed at a reasonable sale price relative to its
current fair value; and
it is unlikely that the plan to sell will be withdrawn or that significant changes to
the plan will be made.
Three Months Ended
Nine Months Ended
June 30, 2010
June 30, 2010
Weighted Average
Weighted Average
Grant Date Fair
Grant Date Fair
Shares
Value
Shares
Value
902,250
$
24.28
1,126,880
$
27.66
1,006,145
5.69
1,006,145
5.69
(153,098
)
40.39
(17,647
)
34.11
(89,179
)
41.34
1,890,748
$
14.29
1,890,748
$
14.29
Table of Contents
Three Months Ended
Nine Months Ended
June 30, 2010
June 30, 2010
Weighted-
Weighted-
Average
Average
Shares
Exercise Price
Shares
Exercise Price
1,581,359
$
33.41
2,108,914
$
33.07
1,006,145
$
5.69
1,006,145
$
5.69
(61,622
)
24.73
(465,933
)
33.04
2,587,504
$
22.63
2,587,504
$
22.63
558,925
$
55.90
558,925
$
55.90
2,306,984
$
20.53
2,306,984
$
20.53
(in thousands)
June 30, 2010
September 30, 2009
$
57,884
$
50,850
25,373
30,100
18,472
32,533
25,299
29,379
5,736
5,507
65,561
78,946
$
198,325
$
227,315
Table of Contents
Table of Contents
Nine Months Ended
June 30,
2010
2009
$
(9,730
)
$
(38,844
)
515
1,319
2,337
1,529
less than a controlling interest. The following table presents our investment in our
unconsolidated joint ventures, the total equity and outstanding borrowings of these joint ventures,
and our estimated maximum exposure related to our guarantees of these borrowings, as of June 30,
September 30,
(in thousands)
June 30, 2010
2009
$
8,679
$
30,124
296,902
328,875
395,478
422,682
3,850
15,789
15,789
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We and our joint venture partners may be obligated to the project lenders to complete land
development improvements and the construction of planned homes if the joint venture does
not perform the required development. Provided the joint venture and the partners are not
in default under any loan provisions, the project lenders typically are obligated to fund
these improvements through any financing commitments available under the applicable loans.
A majority of these construction completion guarantees are joint and several with our
partners. In those cases, we generally have a reimbursement arrangement with our partner
which provides that neither party is responsible for more than its proportionate share of
the guarantee. However, if our joint venture partner does not have adequate financial
resources to meet its obligations under such reimbursement arrangement, we may be liable
for more than our proportionate share, up to our maximum exposure, which is the full amount
covered by the relevant joint and several guarantee. The guarantees cover a specific scope
of work, which may range from an individual development phase to the completion of the
entire project. At June 30, 2010, we have a completion guarantee related to one joint
venture loan which also has a repayment guarantee associated with it. No accrual has been
recorded, as losses, if any, related to construction completion guarantees are not both
probable and reasonably estimable.
We and our joint venture partners may provide credit enhancements to acquisition,
development and construction borrowings in the form of loan-to-value maintenance
agreements, which can limit the amount of additional funding provided by the lenders or
require repayment of the borrowings to the extent such borrowings plus construction
completion costs exceed a specified percentage of the value of the property securing the
borrowings. The agreements generally require periodic reappraisals of the underlying
property value. To the extent that the underlying property gets reappraised, the amount of
the exposure under the loan-to value-maintenance (LTV) guarantee would be adjusted
accordingly and any such change could be significant. In certain cases, we may be required
to make a re-balancing payment following a reappraisal in order to reduce the
applicable loan-to-value ratio to the required level. As of June 30, 2010, we do not have
any obligations related to LTV guarantees.
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Additionally, we and our joint venture partners generally provide unsecured environmental
indemnities to joint venture project lenders. In each case, we have performed due diligence
on potential environmental risks. These indemnities obligate us to reimburse the project
lenders for claims related to environmental matters for which they are held responsible.
For the quarters ended June 30, 2010 and 2009, we were not required to make any payments
related to environmental indemnities. No accrual has been recorded, as losses, if any,
related to environmental indemnities are not both probable and reasonably estimable.
June 30,
September 30,
(in thousands)
2010
2009
$
277,671
$
219,724
452,383
487,457
382,680
417,834
37,373
42,470
38,647
38,338
46,319
59,618
$
1,235,073
$
1,265,441
June 30, 2010
September 30, 2009
Projects in
Held for Future
Land Held
Total Owned
Projects in
Held for Future
Land Held
Total Owned
Progress
Development
for Sale
Inventory
Progress
Development
for Sale
Inventory
$
301,897
$
311,389
$
5,587
$
618,873
$
282,753
$
345,050
$
8,171
$
635,974
332,643
47,604
1,375
381,622
340,859
49,097
2,927
392,883
117,907
23,687
423
142,017
121,621
23,687
423
145,731
57,834
57,834
56,992
56,992
4,739
29,988
34,727
2,912
30,949
33,861
$
815,020
$
382,680
$
37,373
$
1,235,073
$
805,137
$
417,834
$
42,470
$
1,265,441
Table of Contents
Table of Contents
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
41,107
$
45,466
$
38,338
$
45,977
31,561
35,806
96,977
103,059
(196
)
(160
)
(1,292
)
(2,113
)
(17,381
)
(23,727
)
(57,478
)
(65,986
)
(16,444
)
(12,999
)
(37,898
)
(36,551
)
$
38,647
$
44,386
$
38,647
$
44,386
Table of Contents
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
(27,592
)
$
(25,417
)
$
23,187
$
(213,315
)
(224
)
(2,559
)
2,294
(9,859
)
$
(27,816
)
$
(27,976
)
$
25,481
$
(223,174
)
68,310
38,815
55,079
38,666
$
(0.41
)
$
(0.65
)
$
0.42
$
(5.52
)
$
$
(0.07
)
$
0.04
$
(0.25
)
$
(0.41
)
$
(0.72
)
$
0.46
$
(5.77
)
$
$
$
1,434
$
$
(27,592
)
$
(25,417
)
$
24,621
$
(213,315
)
(224
)
(2,559
)
2,294
(9,859
)
$
(27,816
)
$
(27,976
)
$
26,915
$
(223,174
)
68,310
38,815
55,079
38,666
7,738
2,459
68,310
38,815
65,276
38,666
$
(0.41
)
$
(0.65
)
$
0.38
$
(5.52
)
$
$
(0.07
)
$
0.03
$
(0.25
)
$
(0.41
)
$
(0.72
)
$
0.41
$
(5.77
)
Table of Contents
September 30,
Maturity Date
June 30, 2010
2009
August 2011
$
$
May 2011
127,254
April 2012
303,599
November 2013
164,473
164,473
July 2015
209,454
209,454
June 2016
180,879
180,879
October 2017
250,000
250,000
June 2018
300,000
August 2013
15,738
June 2024
154,500
(24,485
)
(27,257
)
1,096,059
1,362,902
January 2013
57,500
July 2036
46,953
103,093
Various Dates
10,418
12,543
Various Dates
706
30,361
$
1,211,636
$
1,508,899
Table of Contents
Table of Contents
Table of Contents
Table of Contents
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
26,666
$
32,379
$
30,100
$
40,822
2,349
1,753
5,112
4,633
779
866
731
(1,548
)
(4,421
)
(3,110
)
(10,570
)
(12,019
)
$
25,373
$
31,888
$
25,373
$
31,888
Table of Contents
Table of Contents
Level 1
Level 2
Level 3
Total
$
$
$
48,741
$
48,741
2,039
2,039
Table of Contents
As of June 30, 2010
As of September 30, 2009
Carrying
Carrying
Amount
Fair Value
Amount
Fair Value
$
1,096,059
$
1,056,247
$
1,362,902
$
1,200,612
57,500
48,369
46,953
46,953
103,093
52,377
$
1,200,512
$
1,151,569
$
1,465,995
$
1,252,989
Table of Contents
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
121,706
$
87,328
$
291,832
$
264,428
162,274
95,043
347,488
240,029
55,289
41,343
116,170
123,250
673
357
1,421
1,157
$
339,942
$
224,071
$
756,911
$
628,864
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
2,717
$
(6,467
)
$
6,437
$
(33,147
)
11,446
(923
)
22,696
(14,760
)
3,568
(3,877
)
(3,800
)
(20,546
)
473
172
853
228
18,204
(11,095
)
26,186
(68,225
)
(36,258
)
(37,667
)
(95,726
)
(134,763
)
(18,054
)
(48,762
)
(69,540
)
(202,988
)
(12,492
)
(3,428
)
(21,314
)
(13,191
)
(9,045
)
55,214
43,901
55,214
(16,383
)
(22,291
)
(53,951
)
(59,714
)
$
(55,974
)
$
(19,267
)
$
(100,904
)
$
(220,679
)
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
1,485
$
1,765
$
3,992
$
4,536
940
1,570
2,599
4,105
664
515
1,506
1,156
1
2
9
3,090
3,850
8,099
9,806
530
1,110
1,692
3,128
$
3,620
$
4,960
$
9,791
$
12,934
Table of Contents
June 30,
September 30,
2010
2009
$
639,840
$
664,857
399,012
428,673
166,974
182,155
36,741
35,720
677,996
680,047
35,522
37,958
$
1,956,085
$
2,029,410
Nine Months Ended June 30,
2010
2009
$
2,558
$
1,476
1,429
1,181
669
805
2,002
2,022
$
6,658
$
5,484
(a)
Corporate and unallocated includes amortization of capitalized interest and numerous
shared services functions that benefit all segments, the costs of which are not allocated to
the operating segments reported above including information technology, national sourcing and
purchasing, treasury, corporate finance, legal, branding and other national marketing costs.
For the nine months ended June 30, 2009, corporate and unallocated includes $16.1 million of
goodwill impairments.
(b)
Primarily consists of intercompany receivables for services rendered on behalf of other
Beazer Homes consolidated entities which are eliminated in consolidation.
(c)
Primarily consists of cash and cash equivalents, consolidated inventory not owned, deferred
taxes, capitalized interest and other corporate items that are not allocated to the segments.
Table of Contents
Unaudited Consolidating Balance Sheet Information
June 30, 2010
(in thousands)
Table of Contents
Consolidating Balance Sheet Information
September 30, 2009
(in thousands)
Table of Contents
Unaudited Consolidating Statement of Operations Information
(in thousands)
Consolidated
Beazer Homes
Guarantor
Non-Guarantor
Consolidating
Beazer Homes
USA, Inc.
Subsidiaries
Subsidiaries
Adjustments
USA, Inc.
$
$
339,660
$
282
$
$
339,942
16,444
278,307
294,751
196
4,856
5,052
(16,640
)
56,497
282
40,139
54,542
31
54,573
3,620
3,620
(16,640
)
(1,665
)
251
(18,054
)
(12,492
)
(12,492
)
(9,045
)
(9,045
)
(17,381
)
992
6
(16,383
)
(43,066
)
(13,165
)
257
(55,974
)
(16,258
)
(12,213
)
89
(28,382
)
(784
)
784
(27,592
)
(952
)
168
784
(27,592
)
(224
)
(224
)
(224
)
224
$
(27,816
)
$
(1,176
)
$
168
$
1,008
$
(27,816
)
Consolidated
Beazer Homes
Guarantor
Non-Guarantor
Consolidating
Beazer Homes
USA, Inc.
Subsidiaries
Subsidiaries
Adjustments
USA, Inc.
$
$
755,392
$
1,519
$
$
756,911
37,898
609,462
647,360
1,292
22,757
24,049
(39,190
)
123,173
1,519
85,502
145,151
100
145,251
9,791
9,791
(39,190
)
(31,769
)
1,419
(69,540
)
(21,314
)
(21,314
)
43,625
276
43,901
(57,478
)
3,477
50
(53,951
)
(53,043
)
(49,330
)
1,469
(100,904
)
(20,024
)
(104,581
)
514
(124,091
)
56,206
(56,206
)
23,187
55,251
955
(56,206
)
23,187
2,294
2,294
2,294
(2,294
)
$
25,481
$
57,545
$
955
$
(58,500
)
$
25,481
Table of Contents
Unaudited Consolidating Statement of Operations Information
(in thousands)
Consolidated
Beazer Homes
Guarantor
Non-Guarantor
Consolidating
Beazer Homes
USA, Inc.
Subsidiaries
Subsidiaries
Adjustments
USA, Inc.
$
$
223,927
$
144
$
$
224,071
12,999
193,459
206,458
160
11,632
11,792
(13,159
)
18,836
144
5,821
49,751
(128
)
49,623
4,960
4,960
(13,159
)
(35,875
)
272
(48,762
)
(3,428
)
(3,428
)
55,214
55,214
(23,728
)
1,645
(208
)
(22,291
)
18,327
(37,658
)
64
(19,267
)
7,615
(1,479
)
14
6,150
(36,129
)
36,129
(25,417
)
(36,179
)
50
36,129
(25,417
)
(2,559
)
(2,559
)
(2,559
)
2,559
$
(27,976
)
$
(38,738
)
$
50
$
38,688
$
(27,976
)
Consolidated
Beazer Homes
Guarantor
Non-Guarantor
Consolidating
Beazer Homes
USA, Inc.
Subsidiaries
Subsidiaries
Adjustments
USA, Inc.
$
$
628,384
$
480
$
$
628,864
36,551
529,306
565,857
2,113
64,998
67,111
(38,664
)
34,080
480
(4,104
)
169,842
(35
)
169,807
12,934
12,934
16,143
16,143
(38,664
)
(164,839
)
515
(202,988
)
(13,191
)
(13,191
)
55,214
55,214
(65,987
)
6,485
(212
)
(59,714
)
(49,437
)
(171,545
)
303
(220,679
)
(17,071
)
9,592
115
(7,364
)
(180,949
)
180,949
(213,315
)
(181,137
)
188
180,949
(213,315
)
(9,859
)
(9,859
)
(9,859
)
9,859
$
(223,174
)
$
(190,996
)
$
188
$
190,808
$
(223,174
)
Table of Contents
Unaudited Consolidating Statements of Cash Flow Information
(in thousands)
Consolidated
Beazer Homes
Guarantor
Non-Guarantor
Consolidating
Beazer Homes
USA, Inc.
Subsidiaries
Subsidiaries
Adjustments
USA, Inc.
For the nine months ended June 30, 2010
$
(108,436
)
$
111,653
$
(2,440
)
$
$
777
(6,658
)
(6,658
)
(5,122
)
(5,122
)
(25,156
)
(1,094
)
(26,250
)
31,880
1,223
33,103
6,724
(11,651
)
(4,927
)
(615,008
)
(2,125
)
(617,133
)
373,238
373,238
(9,296
)
(9,296
)
(134
)
(134
)
166,719
166,719
57,432
57,432
(2,057
)
(2,057
)
105,413
(104,898
)
(82
)
(433
)
76,307
(107,023
)
(82
)
(433
)
(31,231
)
(25,405
)
(7,021
)
(2,522
)
(433
)
(35,381
)
495,692
11,482
2,915
(2,750
)
507,339
$
470,287
$
4,461
$
393
$
(3,183
)
$
471,958
Consolidated
Beazer Homes
Guarantor
Non-Guarantor
Consolidating
Beazer Homes
USA, Inc.
Subsidiaries
Subsidiaries
Adjustments
USA, Inc.
For the nine months ended June 30, 2009
$
61,635
$
(63,616
)
$
3,481
$
$
1,500
(5,484
)
(5,484
)
(9,042
)
(9,042
)
(21,290
)
(668
)
(21,958
)
9,963
390
10,353
(11,327
)
(14,804
)
(26,131
)
(79,159
)
(11,995
)
(91,154
)
(1,311
)
(1,311
)
(22
)
(22
)
(2,267
)
(2,267
)
(79,978
)
78,579
(735
)
2,134
(162,737
)
66,584
(735
)
2,134
(94,754
)
(112,429
)
(11,836
)
2,746
2,134
(119,385
)
575,856
14,806
5
(6,333
)
584,334
$
463,427
$
2,970
$
2,751
$
(4,199
)
$
464,949
Table of Contents
Three Months Ended
Nine Months Ended
June 30,
June 30,
2010
2009
2010
2009
$
186
$
582
$
886
$
16,476
(64
)
718
1,090
15,063
73
64
232
9,209
177
(200
)
(436
)
(7,796
)
719
1,846
2,289
5,303
4
(3
)
4
145
(546
)
(2,043
)
(2,729
)
(13,244
)
(613
)
(2,731
)
(604
)
3,574
43
(63
)
117
(202
)
(503
)
(2,719
)
(5,343
)
(10,476
)
(279
)
(160
)
(7,637
)
(617
)
$
(224
)
$
(2,559
)
$
2,294
$
(9,859
)
June 30,
September 30,
2010
2009
$
344
$
979
34,726
33,861
452
3,118
$
35,522
$
37,958
$
4,501
$
5,719
5,218
6,486
$
9,719
$
12,205
Table of Contents
Table of Contents
Three Months Ended June 30,
Nine Months Ended June 30,
($ in thousands)
2010
2009
2010
2009
$
338,808
$
222,895
$
750,160
$
626,338
461
819
5,330
1,369
673
357
1,421
1,157
$
339,942
$
224,071
$
756,911
$
628,864
$
39,018
$
5,393
$
81,397
$
(5,317
)
448
71
2,684
56
673
357
1,421
1,157
$
40,139
$
5,821
$
85,502
$
(4,104
)
11.5
%
2.4
%
10.9
%
-0.8
%
97.2
%
8.7
%
50.4
%
4.1
%
11.8
%
2.6
%
11.3
%
-0.7
%
$
54,373
$
49,438
$
144,685
$
168,887
200
185
566
920
$
54,573
$
49,623
$
145,251
$
169,807
16.1
%
22.1
%
19.2
%
27.0
%
$
3,620
$
4,960
$
9,791
$
12,934
$
$
$
$
16,143
$
18
$
758
$
(38
)
$
621
(12,510
)
(4,186
)
(21,276
)
(13,812
)
$
(12,492
)
$
(3,428
)
$
(21,314
)
$
(13,191
)
$
(9,045
)
$
55,214
$
43,901
$
55,214
Table of Contents
Table of Contents
Three Months Ended June 30,
Nine Months Ended June 30,
2010
2009
2010
2009
2
57
1
18
$
$
324
$
$
14,749
$
186
$
258
$
886
$
1,727
$
$
613
$
2,731
$
613
Three Months Ended June 30,
New Orders, net
Cancellation Rates
2010
2009
Change
2010
2009
367
670
-45.2
%
35.0
%
25.5
%
445
599
-25.7
%
28.7
%
23.1
%
225
267
-15.7
%
16.4
%
15.5
%
1,037
1,536
-32.5
%
28.9
%
23.0
%
Nine Months Ended June 30,
New Orders, net
Cancellation Rates
2010
2009
Change
2010
2009
1,383
1,434
-3.6
%
25.6
%
33.9
%
1,420
1,238
14.7
%
23.1
%
27.8
%
635
521
21.9
%
16.8
%
25.7
%
3,438
3,193
7.7
%
23.1
%
30.3
%
Table of Contents
Backlog at June 30,
2010
2009
Change
416
785
-47.0
%
559
810
-31.0
%
200
271
-26.2
%
1,175
1,866
-37.0
%
Three Months Ended June 30,
Homebuilding Revenues
Average Selling Price
Closings
2010
2009
Change
2010
2009
Change
2010
2009
Change
$
121,706
$
87,204
39.6
%
$
192.9
$
219.1
-12.0
%
631
398
58.5
%
162,221
95,043
70.7
%
227.5
$
258.3
-11.9
%
713
368
93.8
%
54,881
40,648
35.0
%
183.5
$
223.3
-17.8
%
299
182
64.3
%
$
338,808
$
222,895
52.0
%
$
206.2
$
235.1
-12.3
%
1,643
948
73.3
%
Nine Months Ended June 30,
Homebuilding Revenues
Average Selling Price
Closings
2010
2009
Change
2010
2009
Change
2010
2009
Change
$
288,438
$
263,799
9.3
%
$
204.3
$
224.3
-8.9
%
1,412
1,176
20.1
%
345,974
240,029
44.1
%
239.9
$
262.9
-8.7
%
1,442
913
57.9
%
115,748
122,510
-5.5
%
192.3
$
220.3
-12.7
%
602
556
8.3
%
$
750,160
$
626,338
19.8
%
$
217.1
$
236.8
-8.3
%
3,456
2,645
30.7
%
Table of Contents
Three Months Ended June 30,
Nine Months Ended June 30,
2010
2009
Change
2010
2009
Change
$
$
124
-100.0
%
$
3,394
$
629
439.6
%
53
n/a
1,514
n/a
408
695
-41.3
%
422
740
-43.0
%
$
461
$
819
-43.7
%
$
5,330
$
1,369
289.3
%
Three Months Ended June 30,
2010
2009
Gross Profit
(Loss)
Gross Margin
Gross Profit
(Loss)
Gross Margin
$
18,655
15.3
%
$
7,667
8.8
%
26,576
16.4
%
10,913
11.5
%
9,410
17.1
%
2,094
5.2
%
(15,623
)
(15,281
)
$
39,018
11.5
%
$
5,393
2.4
%
Nine Months Ended June 30,
2010
2009
Gross Profit
(Loss)
Gross Margin
Gross Profit
(Loss)
Gross Margin
$
46,219
16.0
%
$
11,777
4.5
%
56,088
16.2
%
22,493
9.4
%
8,735
7.5
%
481
0.4
%
(29,645
)
(40,068
)
$
81,397
10.9
%
$
(5,317
)
-0.8
%
Table of Contents
Three Months Ended June 30,
Nine Months Ended June 30,
2010
2009
Change
2010
2009
Change
$
(13
)
$
51
n/m
$
356
$
(3
)
n/m
54
n/a
1,906
n/a
407
20
1935.0
%
422
59
615.3
%
$
448
$
71
n/m
$
2,684
$
56
n/m
Table of Contents
Table of Contents
Table of Contents
Table of Contents
44
45
46
Table of Contents
Table of Contents
Form of 2010 Equity Incentive Plan Employee Award Agreement for Option and Restricted Stock Awards
Form of 2010 Equity Incentive Plan Director Award Agreement for Option and Restricted Stock Awards
Certification pursuant to 17 CFR 240.13a-14 promulgated under Section 302 of the Sarbanes-Oxley Act of 2002
Certification pursuant to 17 CFR 240.13a-14 promulgated under Section 302 of the Sarbanes-Oxley Act of 2002
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Beazer Homes USA, Inc.
Date: August 5, 2010
By:
/s/ Allan P. Merrill
Name:
Allan P. Merrill
Executive Vice President and Chief
Financial Officer
- 2 -
- 3 -
- 4 -
- 5 -
- 6 -
- 7 -
- 8 -
- 9 -
- 10 -
- 11 -
- 12 -
- 13 -
- 14 -
BEAZER HOMES USA, INC.
|
||||
By: | ||||
Fred J. Fratto | ||||
Senior Vice President, Human Resources | ||||
PARTICIPANT
| ||||
N ame | ||||
- 15 -
- 2 -
- 3 -
- 4 -
- 5 -
- 6 -
- 7 -
- 8 -
- 9 -
- 10 -
- 11 -
BEAZER HOMES USA, INC.
|
||||
By: | ||||
Fred J. Fratto | ||||
Senior Vice President, Human Resources | ||||
PARTICIPANT
|
||||
Name |
- 12 -
1. | I have reviewed this quarterly report on Form 10-Q 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 registrants 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 registrants 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 registrants internal control over financial reporting that occurred during the registrants third fiscal quarter of the fiscal year ended September 30, 2010 that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants 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 registrants 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 registrants internal control over financial reporting. |
/s/ Ian J. McCarthy | ||||
Ian J. McCarthy | ||||
President and Chief Executive Officer |
1. | I have reviewed this quarterly report on Form 10-Q 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 registrants 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 registrants 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 registrants internal control over financial reporting that occurred during the registrants third fiscal quarter of the fiscal year ended September 30, 2010 that has materially affected, or is reasonably likely to materially affect, the registrants internal control over financial reporting; and |
5. | The registrants other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrants auditors and the audit committee of the registrants 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 registrants 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 registrants internal control over financial reporting. |
/s/ Allan P. Merrill | ||||
Allan P. Merrill | ||||
Executive Vice President and Chief Financial Officer |
Date: August 5, 2010 | /s/ Ian J. McCarthy | |||
Ian J. McCarthy | ||||
President and Chief Executive Officer | ||||
Date: August 5, 2010 | /s/ Allan P. Merrill | |||
Allan P. Merrill | ||||
Executive Vice President and Chief Financial Officer | ||||