Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
 
FORM 8-K
 
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest reported event): February 4, 2019
 
BEAZER HOMES USA, INC.
(Exact name of registrant as specified in its charter)
  

 
 
 
 
 
DELAWARE
 
001-12822
 
54-2086934
(State or other jurisdiction
of incorporation)
 
(Commission
File Number)
 
(IRS Employer
Identification No.)
1000 Abernathy Road, Suite 260
Atlanta, Georgia 30328
(Address of Principal Executive Offices)
(770) 829-3700
(Registrant’s telephone number, including area code)
None
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨






Item 2.02
Results of Operations and Financial Condition
On February 4, 2019, Beazer Homes USA, Inc. issued a press release announcing results of operations for the three months ended December 31, 2018. A copy of the press release is attached hereto as Exhibit 99.1.
Item 9.01
Financial Statements and Exhibits
(d) Exhibits
99.1






SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
BEAZER HOMES USA, INC.
 
 
 
 
 
 
 
 
Date:
February 4, 2019
 
 
 
 
By:
 
/s/ Keith L. Belknap
 
 
 
 
 
 
 
 
Keith L. Belknap
Executive Vice President, General Counsel



Exhibit


Exhibit 99.1

PRESS RELEASE

Beazer Homes Reports First Quarter Fiscal 2019 Results
ATLANTA, February 4, 2019 - Beazer Homes USA, Inc. (NYSE: BZH) (www.beazer.com) today announced its financial results for the three months ended December 31, 2018.
"In the first quarter, we delivered improved revenue and net income, despite challenging conditions for new home sales. In addition, we completed the initial tranche of our share buyback program, acquiring approximately 1.6 million shares, or 5% of total shares outstanding, at prices well below our book value."
"Our strategy is designed to deliver extraordinary value at an affordable price primarily for first-time and active-adult buyers, leaving us well positioned to compete in a challenging demand environment. As we continue to execute on our share and debt repurchases this year, we will generate value for shareholders and further reduce our leverage."
Beazer Homes Fiscal First Quarter 2019 Highlights and Comparison to Fiscal First Quarter 2018
Net income from continuing operations of $7.3 million. Diluted earnings per share was $0.23
Adjusted EBITDA of $26.8 million, down 5.5%
Homebuilding revenue of $401.0 million, up 9.0%, on a 1.6% increase in home closings to 1,083 and a 7.3% increase in average selling price to $370.3 thousand
Homebuilding gross margin was 15.1%, down 130 basis points. Excluding impairments, abandonments and amortized interest, homebuilding gross margin was 19.7%, down 120 basis points
SG&A as a percentage of total revenue was 13.5%, down 40 basis points
Unit orders of 976, down 12.1% on a 14.6% decrease in sales/community/month to 2.0 and a 3.0% increase in average community count to 160
Dollar value of backlog of $593.1 million, down 15.8%
Unrestricted cash at quarter end was $84.4 million
Repurchases of 1.6 million shares of common stock for $16.5 million
A reconciliation of each non-GAAP measure to the most directly comparable GAAP measure is included in the tables accompanying this release.
Profitability. Net income from continuing operations was $7.3 million, generating diluted earnings per share of $0.23. This included energy tax credits of $5.3 million, partially offset by an impairment of $1.0 million. First quarter Adjusted EBITDA of $26.8 million was down $1.6 million, or 5.5%, compared to the same period last year.
Orders. Net new orders for the first quarter decreased 12.1% from the prior year, to 976. The decrease in net new orders was driven by a reduction in the absorption rate to 2.0 sales per community per month, down from 2.4 during the same period last year, but was comparable to the Company’s first quarter absorption rate over the prior five years. The cancellation rate for the quarter was 19.8%.
Homebuilding Revenue. First quarter home closings of 1,083 homes were 1.6% above the level achieved in the same period last year. Combined with a 7.3% increase in the average selling price to $370.3 thousand, homebuilding revenue rose 9.0% over the same period last year to $401.0 million.
Backlog. The dollar value of homes in backlog as of December 31, 2018 decreased 15.8% to $593.1 million, or 1,525 homes, compared to $704.4 million, or 1,899 homes, at December 31, 2017. The average selling price of homes in backlog rose 4.9% year-over-year to $388.9 thousand.






Homebuilding Gross Margin. Homebuilding gross margin (excluding impairments, abandonments and amortized interest) was 19.7% for the first quarter, down 120 basis points from the same period in fiscal 2018. This was in part due to the Company’s efforts to sell and close additional spec homes during the quarter, with specs accounting for a higher percentage of our closings than they have historically.
SG&A Expenses. Selling, general and administrative expenses as a percentage of total revenue were 13.5% for the quarter, an improvement of 40 basis points compared to the same period last year.
Liquidity. The Company ended the quarter with approximately $267.9 million of available liquidity, including $84.4 million of unrestricted cash and $183.5 million available on its secured revolving credit facility after accounting for borrowings and outstanding letters of credit.
Share Repurchases. Completed a $16.5 million accelerated share repurchase program during the first quarter. The Company bought back approximately 1.6 million common shares at an average share price of $10.62.
Gatherings
The Company continued the rollout of its Gatherings active-adult communities during the initial quarter of fiscal 2019. As of December 31, 2018, there were 9 active or approved Gatherings projects spread across 6 divisions, and the Company expects to acquire, begin construction and/or launch sales in additional communities throughout the remainder of the year.















Summary results for the three months ended December 31, 2018 are as follows:
 
Three Months Ended December 31,
 
2018
 
2017
 
Change*
New home orders, net of cancellations
976

 
1,110

 
(12.1
)%
Orders per community per month
2.0

 
2.4

 
(14.6
)%
Average active community count
160

 
155

 
3.0
 %
Actual community count at quarter-end
162

 
156

 
3.8
 %
Cancellation rates
19.8
%
 
18.9
%
 
90 bps

 
 
 
 
 
 
Total home closings
1,083

 
1,066

 
1.6
 %
Average selling price (ASP) from closings (in thousands)
$
370.3

 
$
345.0

 
7.3
 %
Homebuilding revenue (in millions)
$
401.0

 
$
367.8

 
9.0
 %
Homebuilding gross margin
15.1
%
 
16.4
%
 
-130 bps

Homebuilding gross margin, excluding impairments and abandonments (I&A)
15.4
%
 
16.4
%
 
-100 bps

Homebuilding gross margin, excluding I&A and interest amortized to cost of sales
19.7
%
 
20.9
%
 
-120 bps

 
 
 
 
 
 
Income (loss) from continuing operations before income taxes (in millions)
$
3.4

 
$
(22.5
)
 
$
25.9

(Benefit) expense from income taxes (in millions)
$
(3.9
)
 
$
108.1

 
$
(112.0
)
Income (loss) from continuing operations (in millions)
$
7.3

 
$
(130.6
)
 
$
137.9

Basic and diluted income (loss) per share from continuing operations
$
0.23

 
$
(4.07
)
 
$
4.30

 
 
 
 
 
 
Income (loss) from continuing operations before income taxes (in millions)
$
3.4

 
$
(22.5
)
 
$
25.9

Loss on debt extinguishment (in millions)
$

 
$
(25.9
)
 
$
(25.9
)
Inventory impairments and abandonments (in millions)
$
1.0

 
$

 
$
1.0

Income from continuing operations excluding loss on debt extinguishment and inventory impairments and abandonments before income taxes (in millions)
$
4.4

 
$
3.4

 
$
1.0

 
 
 
 
 
 
Net income (loss)
$
7.3

 
$
(130.9
)
 
$
138.2

Net income excluding loss on debt extinguishment, inventory impairments and abandonments, and remeasurement of deferred tax assets due to Tax Act (in millions)+
$
8.1

 
$
2.8

 
$
5.3

 
 
 
 
 
 
Land and land development spending (in millions)
$
121.0

 
$
141.7

 
$
(20.7
)
 
 
 
 
 
 
Adjusted EBITDA (in millions)
$
26.8

 
$
28.4

 
$
(1.6
)
LTM Adjusted EBITDA (in millions)
$
203.1

 
$
182.7

 
$
20.4

* Change and totals are calculated using unrounded numbers.
+ For the first quarter of fiscal 2019, inventory impairments and abandonments were tax-effected at the effective tax rate of 24.9%. For the prior year quarter, loss on debt extinguishment was tax-effected at the effective tax rate of 26.6%, which excludes the impact of the $112.6 million provisional tax expense that was recognized due to the remeasurement of our deferred tax assets as a result of the enactment of the Tax Cut and Jobs Act (Tax Act) in December 2017.
“LTM” indicates amounts for the trailing 12 months.
 
 
 
 
 
 
 
 
As of December 31,
 
2018
 
2017
 
Change
Backlog units
1,525

 
1,899

 
(19.7
)%
Dollar value of backlog (in millions)
$
593.1

 
$
704.4

 
(15.8
)%
ASP in backlog (in thousands)
$
388.9

 
$
370.9

 
4.9
 %
Land and lots controlled
23,149

 
22,324

 
3.7
 %





Conference Call
The Company will hold a conference call on February 4, 2019 at 5:00 p.m. ET to discuss these results. Interested parties may listen to the conference call and view the Company’s slide presentation by visiting the “Investor Relations” section of the Company's website at www.beazer.com. To access the conference call by telephone, listeners should dial 800-619-8639 (for international callers, dial 312-470-7002). To be admitted to the call, enter the passcode “7072668.” A replay of the call will be available shortly after the conclusion of the live call. To directly access the replay, dial 800-285-8790 or 203-369-3103 and enter the passcode “3740” (available until 11:59 p.m. ET on February 11, 2019), or visit www.beazer.com. A replay of the webcast will be available at www.beazer.com for at least 30 days.
Headquartered in Atlanta, Beazer Homes is one of the country’s largest single-family homebuilders. The Company’s homes meet or exceed the benchmark for energy-efficient home construction as established by ENERGY STAR® and are designed with Choice Plans to meet the personal preferences and lifestyles of its buyers. In addition, the Company is committed to providing a range of preferred lender choices to facilitate transparent competition between lenders and enhanced customer service.  The Company offers homes in Arizona, California, Delaware, Florida, Georgia, Indiana, Maryland, Nevada, North Carolina, South Carolina, Tennessee, Texas and Virginia.  Beazer Homes is listed on the New York Stock Exchange under the ticker symbol “BZH.” For more info visit Beazer.com, or check out Beazer on Facebook and Twitter.
This press release contains forward-looking statements. These forward-looking statements represent our expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of our control, that could cause actual results to differ materially from the results discussed in the forward-looking statements, including, among other things: (i) economic changes nationally or in local markets, changes in consumer confidence, and wage levels, declines in employment levels, inflation or increases in the quantity and decreases in the price of new homes and resale homes on the market; (ii) the cyclical nature of the homebuilding industry and a potential deterioration in homebuilding industry conditions; (iii) 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 our production and overhead cost structure; (iv) the availability and cost of land and the risks associated with the future value of our inventory, such as additional asset impairment charges or writedowns; (v) 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; (vi) 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; (vii) increases in mortgage interest rates, increased disruption in the availability of mortgage financing, a change in tax laws regarding the deductibility of mortgage interest for tax purposes or an increased number of foreclosures; (viii)our 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 reductions in our tangible net worth or liquidity levels; (ix) our ability to reduce our outstanding indebtedness and to comply with covenants in our debt agreements or satisfy such obligations through repayment or refinancing; (x) our ability to implement and complete debt repurchases and the share repurchase program; (xi) increased competition or delays in reacting to changing consumer preferences in home design; (xii) weather conditions or other related events that could result in delays in land development or home construction, increase our costs or decrease demand in the impacted areas; (xiii) estimates related to the potential recoverability of our deferred tax assets, and a potential reduction in corporate tax rates that could reduce the usefulness of our existing deferred tax assets; (xiv) 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; (xv) the results of litigation or government proceedings and fulfillment of any related obligations; (xvi) the impact of construction defect and home warranty claims; (xvii) the cost and availability of insurance and surety bonds, as well as the sufficiency of these instruments to cover potential losses incurred; (xviii) the performance of our unconsolidated entities and our unconsolidated entity partners; (xix) the impact of information technology failures or data security breaches; (xx) terrorist acts, natural disasters, acts of war or other factors over which the Company has little or no control; or (xxi) the impact on homebuilding in key markets of governmental regulations limiting the availability of water.






Any forward-looking statement speaks only as of the date on which such statement is made and, except as required by law, we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of unanticipated events. New factors emerge from time-to-time, and it is not possible to predict all such factors.

CONTACT: Beazer Homes USA, Inc.

David I. Goldberg
Vice President of Treasury and Investor Relations
770-829-3700
investor.relations@beazer.com

-Tables Follow-






BEAZER HOMES USA, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
 
Three Months Ended
 
December 31,
 in thousands (except per share data)
2018
 
2017
Total revenue
$
402,040

 
$
372,489

Home construction and land sales expenses
340,378

 
311,660

Inventory impairments and abandonments
1,007

 

Gross profit
60,655

 
60,829

Commissions
15,737

 
14,356

General and administrative expenses
38,642

 
37,285

Depreciation and amortization
2,770

 
2,507

Operating income
3,506

 
6,681

Equity in loss of unconsolidated entities
(64
)
 
(101
)
Loss on extinguishment of debt

 
(25,904
)
Other expense, net
(42
)
 
(3,145
)
Income (loss) from continuing operations before income taxes
3,400

 
(22,469
)
(Benefit) expense from income taxes
(3,922
)
 
108,106

Income (loss) from continuing operations
7,322

 
(130,575
)
Loss from discontinued operations, net of tax
(11
)
 
(372
)
Net income (loss)
$
7,311

 
$
(130,947
)
Weighted average number of shares:
 
 
 
Basic
31,801

 
32,055

Diluted
32,055

 
32,055

Basic and diluted earnings (loss) per share:
 
 
 
Continuing operations
$
0.23

 
$
(4.07
)
Discontinued operations

 
(0.01
)
Total
$
0.23

 
$
(4.08
)
 
Three Months Ended
 
December 31,
Capitalized Interest in Inventory
2018
 
2017
Capitalized interest in inventory, beginning of period
$
144,645

 
$
139,203

Interest incurred
24,921

 
25,555

Capitalized interest impaired
(115
)
 

Interest expense not qualified for capitalization and included as other expense
(242
)
 
(3,435
)
Capitalized interest amortized to home construction and land sales expenses
(17,323
)
 
(16,476
)
Capitalized interest in inventory, end of period
$
151,886

 
$
144,847







BEAZER HOMES USA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
in thousands (except share and per share data)
December 31, 2018
 
September 30, 2018
ASSETS
 
 
 
Cash and cash equivalents
$
84,399

 
$
139,805

Restricted cash
12,637

 
13,443

Accounts receivable (net of allowance of $378 and $378, respectively)
19,349

 
24,647

Owned inventory
1,722,120

 
1,692,284

Investments in unconsolidated entities
3,650

 
4,035

Deferred tax assets, net
218,025

 
213,955

Property and equipment, net
24,408

 
20,843

Goodwill
10,605

 
9,751

Other assets
8,197

 
9,339

Total assets
$
2,103,390

 
$
2,128,102

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
Trade accounts payable
$
99,864

 
$
126,432

Other liabilities
112,633

 
126,389

Total debt (net of premium of $2,447 and $2,640, respectively, and debt issuance costs of $13,651 and $14,336, respectively)
1,255,784

 
1,231,254

Total liabilities
1,468,281

 
1,484,075

Stockholders’ equity:
 
 
 
Preferred stock (par value $.01 per share, 5,000,000 shares authorized, no shares issued)

 

Common stock (par value $0.001 per share, 63,000,000 shares authorized, 32,674,596 issued and outstanding and 33,522,046 issued and outstanding, respectively)
33

 
34

Paid-in capital
863,797

 
880,025

Accumulated deficit
(228,721
)
 
(236,032
)
Total stockholders’ equity
635,109

 
644,027

Total liabilities and stockholders’ equity
$
2,103,390

 
$
2,128,102

 
 
 
 
Inventory Breakdown
 
 
 
Homes under construction
$
478,539

 
$
476,752

Development projects in progress
925,728

 
907,793

Land held for future development
83,177

 
83,173

Land held for sale
6,997

 
7,781

Capitalized interest
151,886

 
144,645

Model homes
75,793

 
72,140

Total owned inventory
$
1,722,120

 
$
1,692,284




 





BEAZER HOMES USA, INC.
CONSOLIDATED OPERATING AND FINANCIAL DATA – CONTINUING OPERATIONS
 
Three Months Ended December 31,
SELECTED OPERATING DATA
2018
 
2017
Closings:
 
 
 
West region
601

 
526

East region
188

 
225

Southeast region
294

 
315

Total closings
1,083

 
1,066

 
 
 
 
New orders, net of cancellations:
 
 
 
West region
519

 
534

East region
201

 
259

Southeast region
256

 
317

Total new orders, net
976

 
1,110

 
As of December 31,
Backlog units at end of period:
2018
 
2017
West region
776

 
887

East region
294

 
447

Southeast region
455

 
565

Total backlog units
1,525

 
1,899

Dollar value of backlog at end of period (in millions)
$
593.1

 
$
704.4

in thousands
Three Months Ended December 31,
SUPPLEMENTAL FINANCIAL DATA
2018
 
2017
Homebuilding revenue:
 
 
 
West region
$
208,944

 
$
176,556

East region
87,765

 
85,688

Southeast region
104,273

 
105,510

Total homebuilding revenue
$
400,982

 
$
367,754

 
 
 
 
Revenue:
 
 
 
Homebuilding
$
400,982

 
$
367,754

Land sales and other
1,058

 
4,735

Total revenues
$
402,040

 
$
372,489

 
 
 
 
Gross profit:
 
 
 
Homebuilding
$
60,619

 
$
60,232

Land sales and other
36

 
597

Total gross profit
$
60,655

 
$
60,829






Reconciliation of homebuilding gross profit and the related gross margin before impairments and abandonments and interest amortized to cost of sales to homebuilding gross profit and gross margin, the most directly comparable GAAP measure, is provided for each period discussed below. Management believes that this information assists investors in comparing the operating characteristics of homebuilding activities by eliminating many of the differences in companies' respective level of impairments and level of debt.
 
Three Months Ended December 31,
in thousands
2018
 
2017
Homebuilding gross profit/margin
$
60,619

15.1
%
 
$
60,232

16.4
%
Inventory impairments and abandonments (I&A)
1,007

 
 

 
Homebuilding gross profit/margin before I&A
61,626

15.4
%
 
60,232

16.4
%
Interest amortized to cost of sales
17,323

 
 
16,468

 
Homebuilding gross profit/margin before I&A and interest amortized to cost of sales
$
78,949

19.7
%
 
$
76,700

20.9
%
Reconciliation of Adjusted EBITDA to total company net income (loss), the most directly comparable GAAP measure, is provided for each period discussed below. Management believes that Adjusted EBITDA assists investors in understanding and comparing the operating characteristics of homebuilding activities by eliminating many of the differences in companies' respective capitalization, tax position and level of impairments. These EBITDA measures should not be considered alternatives to net income determined in accordance with GAAP as an indicator of operating performance.
 
Three Months Ended December 31,
 
LTM Ended December 31,(a)
in thousands
2018
 
2017
 
2018
 
2017
Net income (loss)
$
7,311

 
$
(130,947
)
 
$
92,883

 
$
(97,705
)
(Benefit) expense from income taxes
(3,924
)
 
107,979

 
(17,530
)
 
113,179

Interest amortized to home construction and land sales expenses and capitalized interest impaired
17,438

 
16,476

 
92,293

 
89,652

Interest expense not qualified for capitalization
242

 
3,435

 
2,132

 
13,819

EBIT
21,067

 
(3,057
)
 
169,778

 
118,945

Depreciation and amortization and stock-based compensation amortization
4,884

 
5,117

 
23,832

 
22,431

EBITDA
25,951

 
2,060

 
193,610

 
141,376

Loss on extinguishment of debt

 
25,904

 
1,935

 
38,534

Inventory impairments and abandonments (b)
892

 
450

 
7,212

 
2,839

Joint venture impairment and abandonment charges

 

 
341

 

Adjusted EBITDA
$
26,843

 
$
28,414

 
$
203,098

 
$
182,749

 
(a) “LTM” indicates amounts for the trailing 12 months.
(b) In periods during which we impaired certain of our inventory assets, capitalized interest that is impaired is included in the line above titled “Interest amortized to home construction and land sales expenses and capitalized interest impaired.”