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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 event reported):
May 1, 2024
Green Brick Partners, Inc.
(Exact name of registrant as specified in its charter)
Delaware 001-33530 20-5952523
(State or other jurisdiction (Commission File Number) (IRS Employer Identification Nu
of incorporation)
5501 Headquarters Drive , Ste 300W
Plano , TX 75024 (469) 573-6755
(Address of principal executive offices, including Zip Code) (Registrant's telephone number, including area code
mber)
)
(Former name or former address, if changed since last report)
Not Applicable
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))
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.01 per share GRBK The New York Stock Exchange
Depositary Shares (each representing a GRBK PRA The New York Stock Exchange
1/1000th interest in a share of 5.75%
Series A Cumulative Perpetual Preferred
Stock, par value $0.01 per share)
Indicate by check mark whether the registrant is an emerging growth company as
defined in Rule 405 of the Securities Act of 1933 ((s)230.405 of this chapter)
or Rule 12b-2 of the Securities Exchange Act of 1934 ((s)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.
..
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Item 2.02 Results of Operations and Financial Condition.
On
May 1, 2024
, Green Brick Partners, Inc. (the "Company") issued a press release announcing
its financial and operational results for the first quarter ended March 31,
2024. A copy of the press release is furnished as Exhibit 99 to this report.
Item 8.01 Other Events.
The Company announced today that on June 15, 2024 holders of record as of June
1, 2024 (the "Record Date") of its depositary shares (the "Series A Depositary
Shares" (NYSE:GRBK.PRA)), each representing a 1/1,000th interest in a share of
its 5.75% Series A Cumulative Perpetual Preferred Stock (the "Series A
Preferred Stock") will receive a quarterly dividend in the amount of $359.38
per share of Series A Preferred Stock (equivalent to $0.35938 per Series A
Depositary Share), which will cover the period from, and including, March 15,
2024 through, but not including June 15, 2024. The dividend represents
dividends at the rate of 5.75% of the $25,000.00 liquidation preference per
share (equivalent to $25.00 per depositary share) per year (equivalent to
$1,437.50 per share per year or $1.4375 per Series A Depositary Share per
year).
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit No. Description of Exhibit
99 Press Release dated May 1, 2024
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).
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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.
GREEN BRICK PARTNERS, INC.
By: /s/ Richard A. Costello
Name: Richard A. Costello
Title: Chief Financial Officer
Date:
May 1, 2024
Exhibit 99
GREEN BRICK PARTNERS, INC. REPORTS RECORD FIRST QUARTER 2024 RESULTS
DILUTED EPS OF $1.82, A RECORD FOR ANY FIRST QUARTER, UP 32.8%
RECORD HOMEBUILDING GROSS MARGIN OF 33.4%, UP 580 BASIS POINTS
NET NEW HOME ORDERS OF 1,071, FLAT YOY AND UP 58% SEQUENTIALLY
BACKLOG OF $725 MILLION, UP 31.8% YOY
DEBT TO TOTAL CAPITAL OF 18.3%; NET DEBT TO TOTAL CAPITAL OF 8.2%
PLANO, Texas, May 1, 2024 - Green Brick Partners, Inc. (NYSE: GRBK) ("we,"
"Green Brick" or the "Company") today reported record results for its first
quarter ended March 31, 2024.
"Green Brick kicked off 2024 with excellent first quarter results highlighted
by diluted earnings per share of
$1.82, a record for
any first quarter and an increase of
32.8% year-over-year
. I am extremely proud of our teams being able to deliver consistently
outstanding performance and results.
During the first quarter, we delivered 821 homes, generating $443.1 million in
home closings revenue," said Jim Brickman, CEO and Co-Founder. "Our advantages
in infill and infill-adjacent locations and self-development strategy produced
a record homebuilding gross margin of 33.4%, which was the highest amongst our
public homebuilding peers. More importantly, our accomplishments were achieved
with a balance sheet that is stronger than ever. With record earnings and
strong operating cash flows, we continued to invest in future growth while we
decreased our debt-to-total-capital ratio by 550 basis points year-over-year
to 18.3% at the end of the quarter and lowered our net-debt-to-total-capital
ratio to 8.2%."
"We achieved the second highest quarterly sales orders in company history at
1,071 net orders, just shy of the Covid-fueled 1,082 orders in the first
quarter of 2021. Our absorption rate per average active selling community
remained robust at 11.4 per quarter, or 3.8 per month, despite higher interest
rates. Moreover, our net new home orders increased nearly 58% sequentially
from the fourth quarter of 2023 due to strong demand within our markets. We
were also able to reduce overall average incentive rates from 5.6% of sales
price in 4Q23 to 3.8% in March 2024. Our cancellation rate dropped to 4.1%,
the lowest of other public homebuilders in the quarter and the lowest in
company history. Based on our strong sales performance, our backlog grew 30.7%
sequentially to $725 million. Notably, our ending community count grew 24.1%
year-over-year to 98. Additionally, we continued to grow starts as we started
997 homes in 1Q24, averaging over 940 starts during the last three quarters.
With a mean companywide cycle time of 5.5 months for homes completed in the
quarter, we improved our operations in terms of both scale and efficiency,"
concluded Mr. Brickman.
Results for the Quarter Ended March 31, 2024:
(Dollars in thousands, except per share data) Three Months Ended March 31,
2024 2023 %
New homes delivered 821 761 7.9 %
Total revenues $ 447,338 $ 452,061 (1.0) %
Total cost of revenues 299,081 327,455 (8.7) %
Total gross profit $ 148,257 $ 124,606 19.0 %
Income before income taxes $ 115,633 $ 87,172 32.6 %
Net income attributable to Green Brick Partners, Inc. $ 83,301 $ 64,180 29.8 %
Diluted net income attributable to Green Brick Partners, Inc. per common share $ 1.82 $ 1.37 32.8 %
Residential units revenue $ 443,284 $ 450,362 (1.6) %
Average sales price of homes delivered $ 539.7 $ 590.6 (8.6) %
Homebuilding gross margin percentage 33.4 % 27.6 % 580 bps
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Backlog $ 725,489 $ 550,593 31.8 %
Homes under construction 2,233 1,759 26.9 %
Earnings Conference Call:
We will host our earnings conference call to discuss our first quarter ended
March 31, 2024 at 12:00 p.m. Eastern Time on Thursday, May 2, 2024. The call
can be accessed by dialing 1-888-660-6353 for domestic participants or
1-929-203-2106 for international participants and should reference meeting
number 3162560. Participants may also join the call via webcast at:
https://events.q4inc.com/attendee/341898024
A telephone replay of the call will be available through June 1, 2024. To
access the telephone replay, the domestic dial-in number is 1-800-770-2030,
the international dial-in number is 1-609-800-9909 and the access code is
3162560, or by using the link at investors.greenbrickpartners.com.
2
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GREEN BRICK PARTNERS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)
Three Months Ended March 31,
2024 2023
Residential $ 443,284 $ 450,362
units revenue
Land and 4,054 1,699
lots revenue
Total revenues 447,338 452,061
Cost of 295,313 326,124
residential units
Cost of land 3,768 1,331
and lots
Total cost 299,081 327,455
of revenues
Total gross profit 148,257 124,606
Selling, general and (50,570) (45,945)
administrative expenses
Equity in income of 2,592 4,221
unconsolidated entities
Other income, net 15,354 4,290
Income before 115,633 87,172
income taxes
Income tax expense 24,842 19,031
Net income 90,791 68,141
Less: Net income attributable 7,490 3,961
to noncontrolling interests
Net income attributable to $ 83,301 $ 64,180
Green Brick Partners, Inc.
Net income attributable to Green Brick
Partners, Inc. per common share:
Basic $ 1.84 $ 1.38
Diluted $ 1.82 $ 1.37
Weighted average common shares used in the calculation of net
income attributable to Green Brick Partners, Inc. per common share:
Basic 44,942 45,945
Diluted 45,430 46,351
3
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GREEN BRICK PARTNERS, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)
March 31, 2024 December 31, 2023
ASSETS
Cash and cash $ 185,897 $ 179,756
equivalents
Restricted cash 24,611 19,703
Receivables 8,630 10,632
Inventory 1,655,494 1,533,223
Investments in 34,701 84,654
unconsolidated
entities
Right-of-use assets 6,997 7,255
- operating leases
Property and 6,826 7,054
equipment, net
Earnest money deposits 16,464 16,619
Deferred income 15,306 15,306
tax assets, net
Intangible assets, net 345 367
Goodwill 680 680
Other assets 20,623 27,583
Total assets $ 1,976,574 $ 1,902,832
LIABILITIES AND EQUITY
Liabilities:
Accounts payable $ 53,330 $ 54,321
Accrued expenses 114,218 96,457
Customer and 54,120 43,148
builder deposits
Lease liabilities - 7,873 7,898
operating leases
Borrowings on lines (2,260) (2,328)
of credit, net
Senior unsecured 311,303 336,207
notes, net
Notes payable 113 12,981
Total liabilities 538,697 548,684
Commitments and contingencies
Redeemable 38,186 36,135
noncontrolling interest
in equity of
consolidated subsidiary
Equity:
Green Brick Partners,
Inc. stockholders' equity
Preferred stock, $0.01 par value: 47,603 47,603
5,000,000 shares authorized; 2,000 issued
and outstanding as of March 31, 2024
and December 31, 2023, respectively
Common stock, $0.01 par value: 100,000,000 shares 451 450
authorized; 45,096,392 issued and 45,025,151 outstanding
as of March 31, 2024 and 45,005,175 issued and
outstanding as of December 31, 2023, respectively
Treasury stock, at cost: (3,758) -
71,241 shares as of
March 31, 2024 and none
as of December 31, 2023
Additional 259,412 255,614
paid-in capital
Retained earnings 1,079,619 997,037
Total Green 1,383,327 1,300,704
Brick Partners,
Inc. stockholders'
equity
Noncontrolling 16,364 17,309
interests
Total equity 1,399,691 1,318,013
Total $ 1,976,574 $ 1,902,832
liabilities
and equity
4
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GREEN BRICK PARTNERS, INC.
SUPPLEMENTAL INFORMATION
(Unaudited)
Residential Units Revenue and New Homes Delivered Three Months Ended March 31,
(dollars in thousands)
2024 2023 Change %
Home closings revenue $ 443,094 $ 449,430 $ (6,336) (1.4) %
Mechanic's lien contracts revenue 190 932 (742) (79.6) %
Residential units revenue $ 443,284 $ 450,362 $ (7,078) (1.6) %
New homes delivered 821 761 60 7.9 %
Average sales price of homes delivered $ 539.7 $ 590.6 $ (50.9) (8.6) %
Land and Lots Revenue Three Months Ended March 31,
(dollars in thousands)
2024 2023 Change %
Lots revenue $ 4,054 $ 1,699 $ 2,355 138.6 %
Lots closed 63 18 45 250.0 %
Average sales price of lots closed $ 64.3 $ 94.4 $ (30.1) (31.9) %
New Home Orders Three Months
and Backlog Ended March 31,
(dollars in
thousands)
2024 2023 Change %
Net new 1,071 1,067 4 0.4 %
home orders
Revenue from net $ 613,384 $ 630,928 $ (17,544) (2.8) %
new home orders
Average selling price $ 572.7 $ 591.3 $ (18.6) (3.1) %
of net new home orders
Cancellation 4.1 % 6.2 % (2.1) % (33.9) %
rate
Absorption rate per average active 11.4 13.3 (1.9) (14.3) %
selling community per quarter
Average active 94 80 14 17.5 %
selling communities
Active selling communities 98 79 19 24.1 %
at end of period
Backlog $ 725,489 $ 550,593 $ 174,896 31.8 %
Backlog 1,020 843 177 21.0 %
units
Average sales $ 711.3 $ 653.1 $ 58.2 8.9 %
price of backlog
5
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GREEN BRICK PARTNERS, INC.
SUPPLEMENTAL INFORMATION
(Unaudited)
March 31, 2024 December 31, 2023
Central Southeast Total Central Southeast Total
Lots owned
Finished 3,408 952 4,360 4,014 964 4,978
lots
Lots in communities 17,192 1,252 18,444 9,122 1,335 10,457
under development
Land held for 3,800 - 3,800 8,366 - 8,366
future development
(1)
Total lots 24,400 2,204 - 26,604 21,502 2,299 23,801
owned
Lots
controlled
Lots under third party 1,183 - 1,183 1,169 - 1,169
option contracts
Land under option for future 110 430 540 1,710 460 2,170
acquisition and development
Lots under option through unconsolidated 2,157 302 2,459 1,210 331 1,541
development joint ventures
Total lots 3,450 732 4,182 4,089 791 4,880
controlled
Total lots owned 27,850 2,936 30,786 25,591 3,090 - 28,681
and controlled
(2)
Percentage of 87.6 % 75.1 % 86.4 % 84.0 % 74.4 % 83.0 %
lots owned
(1) Land held for future development consist of raw land parcels where
development activities have been postponed due to market conditions or other
factors.
(2) Total lots excludes lots with homes under construction.
The following table presents additional information on the lots we owned as of
March 31, 2024 and December 31, 2023.
March 31, 2024 December 31, 2023
Total lots owned 26,604 23,801
(1)
Add certain lots included in Total Lots Controlled
Land under option for future acquisition and development 540 2,170
Lots under option through unconsolidated development joint ventures 2,459 1,541
Total lots self-developed 29,603 27,512
Self-developed lots as a percentage of total lots owned and controlled 96.2 % 95.9 %
(1)
(1) Total lots owned includes finished lot purchases, which were less than
2.4% of total lots self-developed as of December 31, 2023.
Non-GAAP Financial Measures
In this press release, we utilize certain financial measures that are non-GAAP
financial measures as defined by the Securities and Exchange Commission. We
present these measures because we believe they and similar measures are useful
to management and investors in evaluating our operating performance and
financing structure. We also believe these measures facilitate the comparison
of our operating performance and financing structure with other companies in
our industry. Because these measures are not calculated in accordance with
U.S. Generally Accepted Accounting Principles ("GAAP"), they may not be
comparable to other similarly titled measures of other companies and should
not be considered in isolation or as a substitute for, or superior to,
financial measures prepared in accordance with GAAP.
6
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The following table represents the non-GAAP measure of adjusted homebuilding
gross margin for the three months ended March 31, 2024 and 2023 and reconciles
these amounts to homebuilding gross margin, the most directly comparable GAAP
measure.
(Unaudited, in thousands): Three Months Ended March 31,
2024 2023
Residential units revenue $ 443,284 $ 450,362
Less: Mechanic's lien contracts revenue (190) (932)
Home closings revenue $ 443,094 $ 449,430
Homebuilding gross margin $ 147,917 $ 123,915
Homebuilding gross margin percentage 33.4 % 27.6 %
Homebuilding gross margin 147,917 123,915
Add back: Capitalized interest charged to cost of revenues 2,684 3,626
Adjusted homebuilding gross margin $ 150,601 $ 127,541
Adjusted homebuilding gross margin percentage 34.0 % 28.4 %
Net debt to total capitalization is calculated as the total debt less cash and
cash equivalents, divided by the sum of total Green Brick Partners, Inc.
stockholders' equity and total debt less cash and cash equivalents. The
closest GAAP financial measure to the net debt to total capitalization ratio
is the debt to total capitalization ratio. The following table represents a
reconciliation of the net debt to total capitalization ratio as of March 31,
2024.
Gross Less: Cash and cash equivalents Net
Total debt, net of debt issuance costs $ 309,156 $ (185,897) $ 123,259
Total Green Brick Partners, Inc. stockholders' equity 1,383,327 - 1,383,327
Total capitalization $ 1,692,483 $ (185,897) $ 1,506,586
Debt to total capitalization ratio 18.3 %
Net debt to total capitalization ratio 8.2 %
About Green Brick Partners, Inc.
Green Brick Partners, Inc (NYSE: GRBK), the third largest homebuilder in
Dallas-Fort Worth, is a diversified homebuilding and land development company
that operates in Texas, Georgia, and Florida. Green Brick owns five subsidiary
homebuilders in Texas (CB JENI Homes, Normandy Homes, Southgate Homes, Trophy
Signature Homes, and a 90% interest in Centre Living Homes), as well as a
controlling interest in a homebuilder in Atlanta, Georgia (The Providence
Group) and an 80% interest in a homebuilder in Port St. Lucie, Florida (GHO
Homes). Green Brick also retains interests in related financial services
platforms, including Green Brick Title and BHome Mortgage. Green Brick is
engaged in all aspects of the homebuilding process, including land acquisition
and development, entitlements, design, construction, marketing, and sales for
its residential neighborhoods and master-planned communities. For more
information about Green Brick Partners Inc.'s subsidiary homebuilders, please
visit
greenbrickpartners.com/brands-services/
Forward-Looking and Cautionary Statements:
This press release and our earnings call contain "forward-looking statements"
within the meaning of the Private Securities Litigation Act of 1995. These
statements concern expectations, beliefs, projections, plans and strategies,
anticipated events or trends and similar expressions concerning matters that
are not historical facts and typically include the words "anticipate,"
"believe," "consider," "estimate," "expect," "feel," "intend," "plan,"
"predict," "seek," "strategy," "target," "will" or other words of similar
meaning. Specifically, these statements reflect our beliefs and expectations
regarding (i) our strategic advantages, including our focus on infill and
infill-adjacent locations, and the impact on our future results; (ii) our
positioning to capture future demand and succeed in the current environment,
including our ability to maintain industry-leading performance and margins;
(iii) our ability to successfully implement our growth strategy, including our
expectations for expansion and growth of our Trophy brand within DFW and into
Austin and Houston, and ancillary business opportunities, (iv) our
expectations regarding trends in our markets, such as
7
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demographic trends and demand for single-family homes; (v) our strategies to
maintain the strength of our balance sheet and financial flexibility, and our
positioning in the industry; (vi) the advantages of our lot and land
strategies and locations, including the benefits to our returns, margins and
ability to scale; (vii) our expectations for our investments in land, lots and
development in 2024, and the impact on our growth; (viii) our expected lot
deliveries in 2024; (ix) the demand for home ownership in the markets in which
we operate and our ability to capitalize on such demand, and (x) our ability
to deliver efficient and cost-effective growth, including our ability to
manage costs and cycle times. These forward-looking statements reflect our
current views about future events and involve estimates and assumptions which
may be affected by risks and uncertainties in our business, as well as other
external factors, which could cause future results to materially differ from
those expressed or implied in any forward-looking statement. These risks
include, but are not limited to: (1) changes in macroeconomic conditions,
including increased interest rates and inflation that could adversely impact
demand for new homes or the ability of potential buyers to qualify; (2)
general economic conditions, seasonality, cyclicality and competition in the
homebuilding industry; (3) shortages, delays or increased costs of raw
materials and increased demand for materials, or increases in other operating
costs, including costs related to labor, real estate taxes and insurance,
which in each case exceed our ability to increase prices; (4) a shortage of
qualified labor; (5) an inability to acquire land in our current and new
markets at anticipated prices or difficulty in obtaining land-use
entitlements; (6) our inability to successfully execute our strategies,
including an inability to grow our operations or expand our Trophy brand; (7)
our inability to implement new strategic investments; (8) a failure to
recruit, retain or develop highly skilled and competent employees; (9)
government regulation risks in the industries or markets we operate in; (10) a
lack of availability or volatility of mortgage financing for homebuyers; (11)
severe weather events or natural disasters; (12) difficulty in obtaining
sufficient capital to fund our growth; (13) our ability to meet our debt
service obligations; (14) a decline in the value of our inventories and
resulting write-downs of the carrying value of our real estate assets, and
(15) changes in accounting standards that adversely affect our reported
earnings or financial condition. Green Brick assumes no obligation to update
any forward-looking statements, which speak only as of the date they are made.
For a more detailed discussion of these and other risks and uncertainties
applicable to Green Brick please see our most recent Annual Report on Form
10-K filed with the Securities and Exchange Commission.
Contact:
Benting Hu
Vice President of Finance
469-573-6755
IR@greenbrickpartners.com
8
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