QUARTERLY REPORT · FORM 10-Q 

Taylor Morrison Home Corp,
Fiscal Year 2024 Q2.

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  SYMBOLOGY.ONLINE · text diffs 

What's changed since the last filing.

In the Management Discussion:

escalated

The disclosure shifted from a narrative focused on announcing specific adjustments to providing comprehensive definitions for all non-GAAP measures; specifically, Adjusted Net Income and Adjusted EBITDA are now defined by explicitly excluding items such as inventory or land impairment charges, pre-acquisition abandonment charges, and impairment of investment in unconsolidated entities.
§7.19 Open

In the Management Discussion:

escalated

The current filing introduces specific liquidity metrics, including Letters of credit outstanding and Revolving Credit Facilities availability, and discloses that the company borrowed $100 million under its Revolving Credit Facility subsequent to quarter-end.
§7.91 Open

In the Management Discussion:

escalated

The metric was redefined by adding ", net" to "Adjusted home closings gross margin as a percentage of home closings revenue." Furthermore, the reported values changed from 24.0% and 25.5% in the prior period to 23.9% and 24.2% in the current period.
§7.29 Open

In the Management Discussion:

de-emphasised

The disclosure was updated by removing the statement that residential lots are sold if certain properties no longer fit strategic plans, while also refining the description of revenue fluctuation to include "our land management strategy."
§7.64 Open

In the Management Discussion:

escalated

The reporting period shifted from summarizing data for the full year ended December 31 to presenting summaries for three months and six months ended June 30.
§7.72 Open

In the Management Discussion:

de-emphasised

The reporting period shifted from the full year ended December 31, 2023, to the three and six months ended June 30, 2024, and the stated reasons for the decrease in cancellations were narrowed by removing mentions of pricing incentives, discounts, and other financing programs.
§7.50 Open
  FILING HISTORY 

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  DOCUMENTS 

5 filing documents, in order.

§1
Legal Proceedings
§2
Market Risk
§3
Controls & Procedures
§4
Risk Factors
§5
Management Discussion
  symbology.online · text diffs 

Side-by-side against the prior Management Discussion.

Management Discussion

12 changes
escalated Non-GAAP Measures The disclosure shifted from a narrative focused on announcing specific adjustments to providing comprehensive definitions for all non-GAAP measures; specifically, Adjusted Net Income and Adjusted EBITDA are now defined by explicitly excluding items such as inventory or land impairment charges, pre-acquisition abandonment charges, and impairment of investment in unconsolidated entities.

FY 2023 10-K
Removed
Filed Feb 21, 2024

TAYLOR MORRISON HOME CORPORATION 10-K 48 ITEM 7 | MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS gains/losses on land transfers to joint ventures, extinguishment of debt, and legal settlements that the Company deems not to be in the ordinary course of business. Net homebuilding debt to capitalization ratio is a non-GAAP financial measure we calculate by dividing (i) total debt, plus unamortized debt issuance cost/(premium), net, and less mortgage warehouse borrowings, net of unrestricted cash and cash equivalents, by (ii) total capitalization (the sum of net homebuilding debt and total stockholders' equity). Adjusted home closings gross margin is a non-GAAP financial measure based on GAAP home closings gross margin (which is inclusive of capitalized interest), excluding inventory impairment charges. Beginning with the fourth quarter of 2023, we are excluding the impact of legal settlements that the Company deems not to be in the ordinary course of business from our calculation of Adjusted Net Income and Adjusted EBITDA, as we believe such legal settlements are not characteristic of our underlying operating performance. The Company believes the exclusion of such amounts is useful to investors as it assists in the comparison of our operational performance across different periods. While all previously reported periods have been conformed to the new definition, we determined that no further adjustments to prior periods were necessary under the new definition. Management uses these non-GAAP financial measures to evaluate our performance on a consolidated basis, as well as the performance of our regions, and to set targets for performance-based compensation. We also use the ratio of net homebuilding debt to total capitalization as an indicator of overall leverage and to evaluate our performance against other companies in the homebuilding industry. In the future, we may include additional adjustments in the above-described non-GAAP financial measures to the extent we deem them appropriate and useful to management and investors. We believe that adjusted net income, adjusted earnings per common share, adjusted income before income taxes and related margin, as well as EBITDA and adjusted EBITDA, are useful for investors in order to allow them to evaluate our operations without the effects of various items we do not believe are characteristic of our ongoing operations or performance and also because such metrics assist both investors and management in analyzing and benchmarking the performance and value of our business. Adjusted EBITDA also provides an indicator of general economic performance that is not affected by fluctuations in interest rates or effective tax rates, levels of depreciation or amortization, or unusual items. Because we use the ratio of net homebuilding debt to total capitalization to evaluate our performance against other companies in the homebuilding industry, we believe this measure is also relevant and useful to investors for that reason. We believe that adjusted home closings gross margin is useful to investors because it allows investors to evaluate the performance of our homebuilding operations without the varying effects of items or transactions we do not believe are characteristic of our ongoing operations or performance. These non-GAAP financial measures should be considered in addition to, rather than as a substitute for, the comparable U.S. GAAP financial measures of our operating performance or liquidity. Although other companies in the homebuilding industry may report similar information, their definitions may differ. We urge investors to understand the methods used by other companies to calculate similarly-titled non-GAAP financial measures before comparing their measures to ours. A reconciliation of adjusted net income, adjusted earnings per common share, adjusted income before income taxes and related margin, adjusted home closings gross margin, EBITDA, Adjusted EBITDA, and ratio of net homebuilding debt to total capitalization to the comparable GAAP measures follows.

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS Non-GAAP Measures In addition to the results reported in accordance with GAAP, we generally provide our investors with supplemental information relating to: (i) adjusted net income and adjusted earnings per common share, (ii) adjusted income before income taxes and related margin, (iii) adjusted home closings gross margin; (iv) EBITDA and adjusted EBITDA and (v) net homebuilding debt to capitalization ratio. Adjusted net income, adjusted earnings per common share and adjusted income before income taxes and related margin are non-GAAP financial measures that reflect net income/(loss), excluding to the extent applicable in a given period, the impact of inventory or land impairment charges, impairment of investment in unconsolidated entities, pre-acquisition abandonment charges, gain/loss on land transfers to joint ventures, extinguishment of debt, net, and legal reserves or settlements the Company deems not to be in the ordinary course of business and in the case of adjusted net income and adjusted earnings per common share, the tax impact due to such items. Adjusted home closings gross margin is a non-GAAP financial measure calculated as GAAP home closings gross margin (which is inclusive of capitalized interest), excluding inventory impairment charges. EBITDA and Adjusted EBITDA are non-GAAP financial measures that measure performance by adjusting net income before allocation to non-controlling interests to exclude, interest expense/(income), net, amortization of capitalized interest, income taxes, depreciation and amortization (EBITDA), and non-cash compensation expense, if any, inventory or land impairment charges, impairment of investments in unconsolidated entities, pre-acquisition abandonment charges, gain/loss on land transfers to joint ventures, extinguishment of debt, net, and legal reserves or settlements that the Company deems not to be in the ordinary course of business, in each case, as applicable in a given period. Net homebuilding debt to capitalization ratio is a non-GAAP financial measure we calculate by dividing (i) total debt, plus unamortized debt issuance cost/(premium), net, and less mortgage warehouse borrowings, net of unrestricted cash and cash equivalents ("net homebuilding debt"), by (ii) total capitalization (the sum of net homebuilding debt and total stockholders' equity). Management uses these non-GAAP financial measures to evaluate our performance on a consolidated basis, as well as the performance of our regions, and to set targets for performance-based compensation. We also use the ratio of net homebuilding debt to total capitalization as an indicator of overall leverage and to evaluate our performance against other companies in the homebuilding industry. In the future, we may include additional adjustments in the above-described non-GAAP financial measures to the extent we deem them appropriate and useful to management and investors. We believe adjusted net income, adjusted earnings per common share and adjusted income before income taxes and related margin as well as EBITDA and adjusted EBITDA are useful for investors in order to allow them to evaluate our operations without the effects of various items we do not believe are characteristic of our ongoing operations or performance and also because such metrics assist both investors and management in analyzing and benchmarking the performance and value of our business. Adjusted EBITDA also provides an indicator of general economic performance that is not affected by fluctuations in interest rates or effective tax rates, levels of depreciation or amortization, or unusual items. Because we use the ratio of net homebuilding debt to total capitalization to evaluate our performance against other companies in the homebuilding industry, we believe this measure is also relevant and useful to investors for that reason. We believe that adjusted home closings gross margin is useful to investors because it allows investors to evaluate the performance of our homebuilding operations without the varying effects of items or transactions we do not believe are characteristic of our ongoing operations or performance. These non-GAAP financial measures should be considered in addition to, rather than as a substitute for, the comparable U.S. GAAP financial measures of our operating performance or liquidity. Although other companies in the homebuilding industry may report similar information, their definitions may differ. We urge investors to understand the methods used by other companies to calculate similarly-titled non-GAAP financial measures before comparing their measures to ours. A reconciliation of (i) adjusted net income and adjusted earnings per common share, (ii) adjusted income before income taxes and related margin, (iii) adjusted home closings gross margin, (iv) EBITDA and adjusted EBITDA, and (v) net homebuilding debt to capitalization ratio to the comparable GAAP measures is presented below.

escalated ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The metric was redefined by adding ", net" to "Adjusted home closings gross margin as a percentage of home closings revenue." Furthermore, the reported values changed from 24.0% and 25.5% in the prior period to 23.9% and 24.2% in the current period.

FY 2023 10-K
Removed
Filed Feb 21, 2024

Adjusted home closings gross margin as a percentage of home closings revenue 24.0 % 25.5 % TAYLOR MORRISON HOME CORPORATION 10-K 50 ITEM 7 |

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Adjusted home closings gross margin as a percentage of home closings revenue, net23.9 %24.2 % TAYLOR MORRISON HOME CORPORATION 10-Q 26 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

escalated The following is a summary for the periods presented of our financial services income before income taxes as well as supplemental data: The reporting period shifted from summarizing data for the full year ended December 31 to presenting summaries for three months and six months ended June 30.

FY 2023 10-K
Removed
Filed Feb 21, 2024

Financial Services The following is a summary for the periods presented of financial services income before income taxes as well as supplemental data: Year EndedDecember 31,

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Financial Services The following is a summary for the periods presented of our financial services income before income taxes as well as supplemental data: Three Months EndedJune 30,Six Months EndedJune 30,

escalated (1)Subsequent to quarter-end, we borrowed $100 million under our $1 Billion Revolving Credit Facility. The current filing introduces specific liquidity metrics, including Letters of credit outstanding and Revolving Credit Facilities availability, and discloses that the company borrowed $100 million under its Revolving Credit Facility subsequent to quarter-end.

FY 2023 10-K
Removed
Filed Feb 21, 2024

1,837,387 $ 1,755,239 We believe we have adequate capital resources from cash generated from operations and sufficient access to external financing sources from borrowings under our Revolving Credit Facilities to conduct our operations for the next twelve months. Beyond the next twelve months, our primary demand for funds will be for payments of our long-term debt as it becomes due, land purchases, lot development, home and amenity construction, long-term capital investments, investments in our joint ventures, payments of ongoing operating expenses, and repurchases of common stock. We believe we will generate sufficient cash from our operations to meet the demands for such funds, however we may also access the capital markets to obtain additional liquidity through debt and equity offerings or refinance debt to secure capital for such long-term demands. As part of our operations, we may also from time to time purchase our outstanding debt or equity through open market purchases, privately negotiated transactions or otherwise. Purchases or retirements of debt and/or purchases of equity, if any, will depend on prevailing market conditions, liquidity requirements, contractual restrictions, and other factors. The amounts involved may be material.

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Letters of credit outstanding(57,042)(61,181) Revolving Credit Facilities availability1,042,958 1,038,819 Total liquidity$1,289,803 $1,837,387 (1)Subsequent to quarter-end, we borrowed $100 million under our $1 Billion Revolving Credit Facility. We believe we have adequate capital resources from cash generated from operations and sufficient access to external financing sources under our Revolving Credit Facilities to conduct our operations for the next twelve months. Beyond the next twelve months, our primary demand for funds will be for payments of our long-term debt as it becomes due, land purchases, lot development, home and amenity construction, long-term capital investments, investments in our joint ventures, payments of ongoing operating expenses, and repurchases of our common stock. We believe we will generate sufficient cash from our operations to meet the demands for such payments, however we may also access the capital markets to obtain additional liquidity through debt and equity offerings or refinance debt to secure capital for such long-term demands. As part of our operations, we may also from time to time purchase our outstanding debt or common stock through open market purchases, privately negotiated transactions or otherwise. Purchases or retirement of debt and/or purchases of common stock, if any, will depend on prevailing market conditions, liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

de-emphasised (1) Cancellation rate represents the number of canceled sales orders divided by gross sales orders. The reporting period shifted from the full year ended December 31, 2023, to the three and six months ended June 30, 2024, and the stated reasons for the decrease in cancellations were narrowed by removing mentions of pricing incentives, discounts, and other financing programs.

FY 2023 10-K
Removed
Filed Feb 21, 2024

13.4 % 15.9 % Total Company 12.1 % 13.5 % (1)Cancellation rate represents the number of canceled sales orders divided by gross sales orders. The total company cancellation rate for the year ended December 31, 2023 decreased to 12.1% from 13.5%, compared to the prior year. We believe the decrease in cancellations is due to improved buyer confidence as a result of stabilizing macro economic factors such as mortgage interest rates and inflation as well as our pricing incentives or discounts and other financing programs which increased net sales orders for the year ended December 31, 2023, compared to the same period in the prior year.

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Total Company9.4 %11.2 %8.1 %12.8 % (1) Cancellation rate represents the number of canceled sales orders divided by gross sales orders. The total company cancellation rate decreased for the three and six months ended June 30, 2024, compared to the same periods in the prior year. We believe the decrease in cancellations is due to improved buyer confidence as a result of stabilizing macro economic factors such as mortgage interest rates and inflation.

de-emphasised Total$20,459 $17,148 $3,311 The disclosure was updated by removing the statement that residential lots are sold if certain properties no longer fit strategic plans, while also refining the description of revenue fluctuation to include "our land management strategy."

FY 2023 10-K
Removed
Filed Feb 21, 2024

28,765 9,861 18,904 West - 26,904 (26,904 ) Total $ 60,971 $ 81,070 $ (20,099 ) We generally purchase land and lots with the intent to build and sell homes. However, in some locations where we act as a developer, we occasionally purchase land that includes commercially zoned parcels or areas designated for school or government use, which we typically sell to commercial developers or municipalities, as applicable. We also sell residential lots or land parcels to manage our land and lot supply on larger tracts of land or if we determine certain properties no longer fit our strategic plans. Land and lot sales occur at various intervals and varying degrees of profitability. Therefore, the revenue and gross margin from land closings will fluctuate from period to period, depending on market conditions and opportunities. Land closings revenue for the year ended December 31, 2023 in the East and Central segments was due to lot sales in certain Florida and Texas markets, respectively. Land closings revenue in the East for the year ended December 31, 2022 was due to the sale of certain commercial assets

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Total$20,459 $17,148 $3,311 We generally purchase land and lots with the intent to build and sell homes. However, in some locations where we act as a developer, we occasionally purchase land that includes commercially zoned parcels or areas designated for school or government use, which we typically sell to commercial developers or municipalities, as applicable. We also sell residential lots or land parcels to manage our land and lot supply on larger tracts of land. Land and lot sales occur at various intervals and varying degrees of profitability. Therefore, the revenue and gross margin from land closings will fluctuate from period to period, depending upon market opportunities and our land management strategy. Land closings revenue for the three and six months ended June 30, 2024 was mainly due to lot sales in our Texas markets within the Central region. The prior year included lots sales in certain Florida markets within our East region.

de-emphasised •Performance, payment and completion surety bonds, and letters of credit.

FY 2023 10-K
Removed
Filed Feb 21, 2024

• Project-level real estate financing (including non-recourse loans, land banking, and joint ventures); and • Performance, payment and completion surety bonds, and letters of credit. Cash flows for each of our communities depend on the status of the development cycle and can differ substantially from reported earnings. Early stages of development or expansion require significant cash expenditures for land acquisitions, on and off-site development, construction of model homes, general landscaping and other amenities. Because these costs are a component of our inventory and are not recognized in our Consolidated statement of operations until a home closes, we incur significant cash outflows prior to recognition of earnings. In the first half of 2023, several bank failures led to significant disruptions to the banking system and financial market volatility. While we maintained no accounts at any failed banks, substantially all of our cash currently on deposit with other major financial institutions exceeds insured limits. We limit exposure relating to our short-term financial instruments by diversifying these financial instruments among various counterparties, which consist of major financial institutions. Generally, deposits may be redeemed on demand and are maintained with financial institutions with reputable credit.

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

•Project-level real estate financing (including non-recourse loans, land banking, and joint ventures); and •Performance, payment and completion surety bonds, and letters of credit. Cash flows for each of our communities depend on the status of the development cycle and can differ substantially from reported earnings. Early stages of development or expansion require significant cash expenditures for land acquisitions, on and off-site development, construction of model homes, general landscaping and other amenities. Because these costs are a component of our inventory and are not recognized in our statement of operations until a home closes, we incur significant cash outflows prior to recognition of earnings. Substantially all of our cash currently on deposit with major financial institutions exceeds insured limits. We limit exposure relating to our short-term financial instruments by diversifying these financial instruments among various counterparties, which consist of major financial institutions. Generally, deposits may be redeemed on demand and are maintained with financial institutions with reputable credit.

de-emphasised Investing Cash Flow Activities

FY 2023 10-K
Removed
Filed Feb 21, 2024

Investing Cash Flow Activities Net cash used in investing activities was $97.2 million for the year ended December 31, 2023 compared to $14.9 million for the year ended December 31, 2022. The increase in cash used in investing activities was primarily due to a net investment of $63.8 million of capital into unconsolidated entities in 2023 compared to a net distribution of $15.7 million of capital from unconsolidated entities in the prior year.

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Investing Cash Flow Activities Net cash used in investing activities was $57.3 million for the six months ended June 30, 2024, compared to $44.8 million for the six months ended June 30, 2023. The increase in cash used in investing activities was primarily due to an increase in investments of capital into unconsolidated entities.

reworded WestBay Area, Las Vegas, Phoenix, Portland, Sacramento, Seattle, and Southern California

FY 2023 10-K
Removed
Filed Feb 21, 2024

East Atlanta, Charlotte, Jacksonville, Naples, Orlando, Raleigh, Sarasota, and Tampa Central Austin, Dallas, Denver, and Houston West Bay Area, Las Vegas, Phoenix, Portland, Sacramento, Seattle, and Southern California

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

EastAtlanta, Charlotte, Jacksonville, Naples, Orlando, Raleigh, Sarasota, and Tampa CentralAustin, Dallas, Denver, Houston, and Indianapolis WestBay Area, Las Vegas, Phoenix, Portland, Sacramento, Seattle, and Southern California

reworded (Dollars in thousands)June 30, 2024December 31, 2023

FY 2023 10-K
Removed
Filed Feb 21, 2024

The table below summarizes our total cash and liquidity as of the dates indicated (in thousands): As of (Dollars in thousands) December 31, 2023

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

The table below summarizes our total cash and liquidity as of the dates indicated (in thousands): As of (Dollars in thousands)June 30, 2024December 31, 2023

reworded Investments in Land Development and Homebuilding Joint Ventures or Unconsolidated Entities

FY 2023 10-K
Removed
Filed Feb 21, 2024

Off-Balance Sheet Arrangements as of December 31, 2023 Investments in Land Development and Homebuilding Joint Ventures or Unconsolidated Entities We participate in strategic land development and homebuilding joint ventures with related and unrelated third parties. Our participation with these entities, in some instances, enables us to acquire land to which we could not otherwise obtain access, or could not obtain access on terms that are as favorable. Our partners in these joint ventures historically have been land owners/developers, other homebuilders and financial or strategic partners. Joint ventures with land owners/developers have given us access to sites owned or controlled by our partners. Joint ventures with other homebuilders have provided us with the ability to bid jointly with our partners for large or expensive land parcels. Joint ventures with financial partners have allowed us to combine our homebuilding expertise with access to our partners' capital. In certain of our unconsolidated joint ventures, the joint ventures enter into loan agreements, whereby we or one of our subsidiaries will provide the joint venture lenders with customary guarantees, including completion, indemnity and environmental guarantees subject to usual non-recourse terms.

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Off-Balance Sheet Arrangements as of June 30, 2024 Investments in Land Development and Homebuilding Joint Ventures or Unconsolidated Entities We participate in strategic land development and homebuilding joint ventures with related and unrelated third parties. Our participation with these entities, in some instances, enables us to acquire land to which we could not otherwise obtain access, or could not obtain access on terms that are as favorable. Our partners in these joint ventures historically have been land owners/developers, other homebuilders, and financial or strategic partners. Joint ventures with land owners/developers have given us access to sites owned or controlled by our partners. Joint ventures with other homebuilders have provided us with the ability to bid jointly with our partners for large or expensive land parcels. Joint ventures with financial partners have allowed us to combine our homebuilding expertise with access to our partners' capital. In certain of our unconsolidated joint ventures, the joint ventures enter into loan agreements, whereby we or one of our subsidiaries will provide the joint venture lenders with customary guarantees, including completion, indemnity and environmental guarantees subject to usual non-recourse terms. For the six months ended June 30, 2024 and 2023, total cash investments of capital into unconsolidated joint ventures were $45.0 million and $24.1 million, respectively.

reworded Land Option Contracts and Land Banking Agreements

FY 2023 10-K
Removed
Filed Feb 21, 2024

Land Option Contracts and Land Banking Agreements We are subject to the usual obligations associated with entering into contracts (including land option contracts and land banking arrangements) for the purchase, development, and sale of real estate in our routine business. We have a number of land purchase option contracts and land banking agreements, generally through cash deposits, for the right to purchase land or lots at a future point in time with predetermined terms. We do not have title to the property and the creditors of the property owner generally have no recourse to the Company. Our obligations with respect to such contracts are generally limited to the forfeiture of the related non-refundable cash deposits and/or letters of credit provided to obtain the options. At both December 31, 2023 and 2022, the aggregate purchase price of these contracts was $1.5 billion.

FY 2024 Q2 10-Q
Added
Filed Jul 24, 2024

Land Option Contracts and Land Banking Agreements We are subject to the usual obligations associated with entering into contracts (including land option contracts and land banking arrangements) for the purchase, development, and sale of real estate in our routine business. We have a number of land purchase option contracts and land banking agreements, generally through cash deposits, for the right to purchase land or lots at a future point in time with predetermined terms. We do not have title to the property and the creditors of the property owner generally have no recourse to the Company. Our obligations with respect to such contracts are generally limited to the forfeiture of the related non-refundable cash deposits and/or letters of credit provided to obtain the options. The aggregate purchase price for land under these contracts was $1.5 billion at June 30, 2024 and December 31, 2023.

  symbology.online · text diffs 

Side-by-side against the prior Risk Factors.