PulteGroup 10-Q 2024-03-31
Filed 2024-04-23. 8 sections, 186K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
| ☒ | QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) | ||||
| OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended March 31, 2024
or
| ☐ | TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) | ||||
| OF THE SECURITIES EXCHANGE ACT OF 1934 |
Commission File Number 1-9804

PULTEGROUP, INC.
(Exact name of registrant as specified in its charter)
| Michigan | 38-2766606 | ||||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
| 3350 Peachtree Road NE, Suite 1500 | ||||||||
| Atlanta, | Georgia | 30326 | ||||||
| (Address of principal executive offices) (Zip Code) |
| Registrant’s telephone number, including area code: | 404 | 978-6400 |
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 Shares, par value $0.01 | PHM | New York Stock Exchange | ||||||||||||
| Series A Junior Participating Preferred Share Purchase Rights | New York Stock Exchange |
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes [X] No [ ]
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes [X] No [ ]
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer”, “accelerated filer”, “smaller reporting company” and "emerging growth company" in Rule 12b-2 of the Exchange Act. (Check one):
| Large accelerated filer | Accelerated filer | Non-accelerated filer | Smaller reporting company | 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. [ ]
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| Yes | ☐ | No | ☒ |
Number of common shares outstanding as of April 16, 2024: 210,342,113
PULTEGROUP, INC.
TABLE OF CONTENTS
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
PULTEGROUP, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
($000’s omitted)
| March 31, 2024 | December 31, 2023 | ||||||||||
| (Unaudited) | |||||||||||
| ASSETS | |||||||||||
| Cash and equivalents | $ | 1,719,562 | $ | 1,806,583 | |||||||
| Restricted cash | 46,527 | 42,594 | |||||||||
| Total cash, cash equivalents, and restricted cash | 1,766,089 | 1,849,177 | |||||||||
| House and land inventory | 12,107,212 | 11,795,370 | |||||||||
| Land held for sale | 24,838 | 23,831 | |||||||||
| Residential mortgage loans available-for-sale | 570,839 | 516,064 | |||||||||
| Investments in unconsolidated entities | 204,117 | 166,913 | |||||||||
| Other assets | 1,638,458 | 1,545,667 | |||||||||
| Goodwill | 68,930 | 68,930 | |||||||||
| Other intangible assets | 53,798 | 56,338 | |||||||||
| Deferred tax assets | 61,949 | 64,760 | |||||||||
| $ | 16,496,230 | $ | 16,087,050 | ||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY | |||||||||||
| Liabilities: | |||||||||||
| Accounts payable | $ | 575,071 | $ | 619,012 | |||||||
| Customer deposits | 698,775 | 675,091 | |||||||||
| Deferred tax liabilities | 336,780 | 302,155 | |||||||||
| Accrued and other liabilities | 1,632,462 | 1,645,690 | |||||||||
| Financial Services debt | 534,335 | 499,627 | |||||||||
| Notes payable | 1,956,854 | 1,962,218 | |||||||||
| 5,734,277 | 5,703,793 | ||||||||||
| Shareholders' equity | 10,761,953 | 10,383,257 | |||||||||
| $ | 16,496,230 | $ | 16,087,050 |
See accompanying Notes to Condensed Consolidated Financial Statements.
PULTEGROUP, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(000’s omitted, except per share data)
(Unaudited)
| Three Months Ended | |||||||||||||||||||||||
| March 31, | |||||||||||||||||||||||
| 2024 | 2023 | ||||||||||||||||||||||
| Revenues: | |||||||||||||||||||||||
| Homebuilding | |||||||||||||||||||||||
| Home sale revenues | $ | 3,819,586 | $ | 3,487,637 | |||||||||||||||||||
| Land sale and other revenues | 37,217 | 30,066 | |||||||||||||||||||||
| 3,856,803 | 3,517,703 | ||||||||||||||||||||||
| Financial Services | 92,357 | 57,938 | |||||||||||||||||||||
| Total revenues | 3,949,160 | 3,575,641 | |||||||||||||||||||||
| Homebuilding Cost of Revenues: | |||||||||||||||||||||||
| Home sale cost of revenues | (2,689,087) | (2,472,329) | |||||||||||||||||||||
| Land sale and other cost of revenues | (37,043) | (24,967) | |||||||||||||||||||||
| (2,726,130) | (2,497,296) | ||||||||||||||||||||||
| Financial Services expenses | (51,378) | (44,036) | |||||||||||||||||||||
| Selling, general, and administrative expenses | (357,594) | (336,518) | |||||||||||||||||||||
| Equity income from unconsolidated entities, net | 37,902 | 2,513 | |||||||||||||||||||||
| Other income, net | 16,683 | 1,818 | |||||||||||||||||||||
| Income before income taxes | 868,643 | 702,122 | |||||||||||||||||||||
| Income tax expense | (205,667) | (169,863) | |||||||||||||||||||||
| Net income | $ | 662,976 | $ | 532,259 | |||||||||||||||||||
| Per share: | |||||||||||||||||||||||
| Basic earnings | $ | 3.13 | $ | 2.35 | |||||||||||||||||||
| Diluted earnings | $ | 3.10 | $ | 2.35 | |||||||||||||||||||
| Cash dividends declared | $ | 0.20 | $ | 0.16 | |||||||||||||||||||
| Number of shares used in calculation: | |||||||||||||||||||||||
| Basic | 211,837 | 225,127 | |||||||||||||||||||||
| Effect of dilutive securities | 1,709 | 830 | |||||||||||||||||||||
| Diluted | 213,546 | 225,957 |
See accompanying Notes to Condensed Consolidated Financial Statements.
PULTEGROUP, INC.
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(000's omitted)
(Unaudited)
| Additional Paid-in Capital | Retained Earnings | Total | |||||||||||||||||||||||||||||||||
| Common Stock | |||||||||||||||||||||||||||||||||||
| Shares | $ | ||||||||||||||||||||||||||||||||||
| Shareholders' equity, December 31, 2023 | 212,558 | $ | 2,126 | $ | 3,368,407 | $ | 7,012,724 | $ | 10,383,257 | ||||||||||||||||||||||||||
| Share issuances | 404 | 4 | 9,288 | — | 9,292 | ||||||||||||||||||||||||||||||
| Dividends declared | — | — | — | (42,609) | (42,609) | ||||||||||||||||||||||||||||||
| Share repurchases | (2,304) | (23) | — | (245,821) | (245,844) | ||||||||||||||||||||||||||||||
| Excise tax on share repurchases | — | — | — | (2,031) | (2,031) | ||||||||||||||||||||||||||||||
| Cash paid for shares withheld for taxes | — | — | — | (17,592) | (17,592) | ||||||||||||||||||||||||||||||
| Share-based compensation |
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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis of our financial condition and results of operations are provided as a supplement to and should be read in conjunction with the consolidated financial statements and related notes included elsewhere in this Quarterly Report on Form 10-Q as well as our audited consolidated financial statements and related notes included in our Annual Report on Form 10-K for the year ended December 31, 2023.
In 2022, the Federal Reserve began raising its benchmark rate in response to persistent inflation that began after the onset of the COVID-19 pandemic. Despite this rise in interest rates, demand for new homes generally remained strong during 2023, which continued through the first quarter of 2024. This momentum is evidenced in our net new orders during the first quarter of 2024, which increased 14% over the comparable prior year period. While affordability remains challenged for housing due to the higher interest rates, cost increases, and general inflation in recent years, we have responded by adjusting sales prices where necessary and focusing sales incentives on closing cost incentives, especially mortgage interest rate buydowns, which have supported the increase in our net new orders. Additionally, the rate of customer order cancellations that spiked in 2022 in response to inflation and interest rate increases has now normalized to historical levels.
Supply chain constraints that arose in connection with COVID-19 improved during 2023 and have continued to ease during the first quarter of 2024, which has contributed to a shortening of our production cycle times. The time required to construct a home was approximately six weeks shorter at the end of 2023 compared to the end of 2022, and has continued to improve during the first quarter of 2024. The strong selling environment, coupled with the decrease in our cycle times, have contributed to an increase in closings of 11% in the first quarter of 2024 over the comparable prior year period. However, production cycle times remain elevated versus our historical norms as the availability of certain materials and construction labor remain challenged along with ongoing, though lessened, delays in municipal approvals and inspections.
Despite the recent improvements, inflation continues to impact our business. Lumber, in particular, has experienced heightened volatility in recent years. Due to the length of our construction cycle times, there is a lag between when such cost changes occur and when they impact our operating results. During 2023 and the first quarter of 2024, through a combination of our ongoing cost reduction initiatives, construction pacing and sales strategies which took advantage of periods of strong consumer demand, we were able to achieve strong results in the face of a challenging operating environment. These tactics, coupled with geographic mix, contributed to gross margins of 29.6% in the first quarter of 2024, which is an increase of 50 bps over the comparable prior year period and 70 bps over the fourth quarter of 2023.
We run our business to generate a consistent cadence of house starts and an appropriate inventory of quick move-in homes as we focus on turning our assets and delivering high returns on investment, which has allowed us to achieve an effective balance of price and pace. Within an evolving macroeconomic environment, consumers across all buyer segments and price points continue to demonstrate a strong desire for homeownership despite continued interest rate variability during the first quarter of 2024.
We remain focused on taking a measured approach to our capital allocation strategy to effectively respond to any potential future volatility in demand. Accordingly, we are focused on protecting liquidity and closely managing our cash flows while also continuing to focus on shareholder returns, including the following actions:
–Increasing our lot optionality within our land pipeline for increased flexibility;
–Producing sufficient levels of spec inventory (houses without customer orders) to service buyers seeking to close within 30 to 90 days;
–Maintaining a focus on shareholder return through share buybacks and dividends, including a 25% increase in our dividends from $0.16 to $0.20 per share effective with our January 2024 dividend payment;
–Taking an opportunistic approach to repurchasing debt; and
–Maintaining ample liquidity.
As evidenced by our performance in the first quarter of 2024, demand for new housing remains strong. While we have seen this momentum continue into April, we have experienced some moderation in traffic to our communities in recent days, particularly with our communities geared toward first-time buyers, as a result of a recent increase in mortgage interest rates. Although higher mortgage interest rates may persist for some time, the limited supply of both new and existing homes for sale, continuing low levels of unemployment, and demographics supporting housing demand remain favorable. We remain confident in our ability to navigate this environment and to position the Company to take advantage of opportunities as they arise and support future growth.
Consolidated Operations
The following is a summary of our operating results by line of business ($000's omitted, except per share data):
| Three Months Ended | |||||||||||||||||||||||
| March 31, | |||||||||||||||||||||||
| 2024 | 2023 | ||||||||||||||||||||||
| Income before income taxes: | |||||||||||||||||||||||
| Homebuilding | $ | 827,664 | $ | 688,220 | |||||||||||||||||||
| Financial Services | 40,979 | 13,902 | |||||||||||||||||||||
| Income before income taxes | 868,643 | 702,122 | |||||||||||||||||||||
| Income tax expense | (205,667) | (169,863) | |||||||||||||||||||||
| Net income | $ | 662,976 | $ | 532,259 | |||||||||||||||||||
| Per share data - assuming dilution: | |||||||||||||||||||||||
| Net income | $ | 3.10 | $ | 2.35 |
Homebuilding Operations
The following presents selected financial information for our Homebuilding operations ($000’s omitted):
| Three Months Ended | |||||||||||||||||||||||||||||||||||
| March 31, | |||||||||||||||||||||||||||||||||||
| 2024 | 2024 vs. 2023 | 2023 | |||||||||||||||||||||||||||||||||
| Home sale revenues | $ | 3,819,586 | 10 | % | $ | 3,487,637 | |||||||||||||||||||||||||||||
| Land sale and other revenues | 37,217 | 24 | % | 30,066 | |||||||||||||||||||||||||||||||
| Total Homebuilding revenues | 3,856,803 | 10 | % | 3,517,703 | |||||||||||||||||||||||||||||||
| Home sale cost of rev |
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Item 3. Quantitative and Qualitative Disclosures About Market Risk
Quantitative disclosure
We are subject to market risk on our debt instruments primarily due to fluctuations in interest rates. We utilize both fixed-rate and variable-rate debt. For fixed-rate debt, changes in interest rates generally affect the fair value of the debt instrument but not our earnings or cash flows. Conversely, for variable-rate debt, changes in interest rates generally do not affect the fair value of the debt instrument but could affect our earnings and cash flows. Except in very limited circumstances, we do not have an obligation to prepay fixed-rate debt prior to maturity. As a result, interest rate risk and changes in fair value should not have a significant impact on our fixed-rate debt until we are required or elect to refinance or repurchase such debt.
The following table sets forth the principal cash flows by scheduled maturity, weighted-average interest rates, and estimated fair value of our debt obligations as of March 31, 2024 ($000’s omitted):
| As of March 31, 2024 for the Years ending December 31, | |||||||||||||||||||||||||||||||||||||||||||||||
| 2024 | 2025 | 2026 | 2027 | 2028 | Thereafter | Total | Fair Value | ||||||||||||||||||||||||||||||||||||||||
| Rate-sensitive liabilities: | |||||||||||||||||||||||||||||||||||||||||||||||
| Fixed rate debt | $ | 46,672 | $ | 9,428 | $ | 455,892 | $ | 443,875 | $ | 4,340 | $ | 1,004,340 | $ | 1,964,547 | $ | 2,045,752 | |||||||||||||||||||||||||||||||
| Average interest rate | 3.03 | % | 3.11 | % | 5.46 | % | 5.00 | % | 5.00 | % | 6.71 | % | 5.92 | % | |||||||||||||||||||||||||||||||||
| Variable rate debt (a) | $ | 534,335 | $ | — | $ | — | $ | — | $ | — | $ | — | $ | 534,335 | $ | 534,335 | |||||||||||||||||||||||||||||||
| Average interest rate | 7.13 | % | — | % | — | % | — | % | — | % | — | % | 7.13 | % |
(a) Includes the Repurchase Agreement and amounts outstanding under our Revolving Credit Facility, under which there was no amount outstanding at March 31, 2024.
Qualitative disclosure
There have been no material changes to the qualitative disclosure found in Item 7A, Quantitative and Qualitative Disclosures about Market Risk, of our Annual Report on Form 10-K for the year ended December 31, 2023.
SPECIAL NOTES CONCERNING FORWARD-LOOKING STATEMENTS
As a cautionary note, except for the historical information contained herein, certain matters discussed in Item 2, Management's Discussion and Analysis of Financial Condition and Results of Operations, and Item 3, Quantitative and Qualitative Disclosures About Market Risk, are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are subject to a number of risks, uncertainties and other factors that could cause our actual results, performance, prospects or opportunities, as well as those of the markets we serve or intend to serve, to differ materially from those expressed in, or implied by, these statements. You can identify these statements by the fact that they do not relate to matters of a strictly factual or historical nature and generally discuss or relate to forecasts, estimates or
other expectations regarding future events. Generally, the words “believe,” “expect,” “intend,” “estimate,” “anticipate,” “plan,” “project,” “may,” “can,” “could,” “might,” “should,” “will” and similar expressions identify forward-looking statements, including statements related to any potential impairment charges and the impacts or effects thereof, expected operating and performing results, planned transactions, planned objectives of management, future developments or conditions in the industries in which we participate and other trends, developments and uncertainties that may affect our business in the future.
Such risks, uncertainties and other factors include, among other things: interest rate changes and the availability of mortgage financing; the impact of any changes to our strategy in responding to the cyclical nature of the industry or deteriorations in industry changes or downward changes in general economic or other business conditions, including any changes regarding our land positions and the levels of our land spend; economic changes nationally or in our local markets, including inflation, deflation, changes in consumer confidence and preferences and the state of the market for homes in general; labor supply shortages and the cost of labor; the availability and cost of land and other raw materials used by us in our homebuilding operations; a decline in the value of the land and home inventories we maintain and resulting possible future writedowns of the carrying value of our real estate assets; competition within the industries in which we operate; governmental regulation directed at or affecting the housing market, the homebuilding industry or construction activities, slow growth initiatives and/or local building moratoria; the availability and cost of insurance covering risks associated with our businesses, including warranty and other legal or regulatory proceedings or claims; damage from improper acts of persons over whom we do not have control or attempts to impose liabilities or obligations of third parties on us; weather related slowdowns; the impact of climate change and related governmental regulation; adverse capital and credit market conditions, which may affect our access to and cost of capital; the insufficiency of our income tax provisions and tax reserves, including as a result of changing laws or interpretations; the potential that we do not realize our deferred tax assets; our inability to sell mortgages into the secondary market; uncertainty in the mortgage lending industry, including revisions to underwriting standards and repurchase requirements associated with the sale of mortgage loans, and related claims against us; risks related to information technology failures, data security issues, and the effect of cybersecurity incidents and threats; the impact of negative publicity on sales; failure to retain key personnel; the impairment of our intangible assets; the disruptions associated with the COVID-19 pandemic (or another epidemic or pandemic or similar public threat or fear of such an event), and the measures taken to address it; and other factors of national, regional and global scale, including those of a political, economic, business and competitive nature. See Item 1A – Risk Factors in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023 for a further discussion of these and other risks and uncertainties applicable to our businesses. We undertake no duty to update any forward-looking statement, whether as a result of new information, future events or changes in our expectations.
Item 4. Controls and Procedures
Disclosure Controls and Procedures
Management, including our President and Chief Executive Officer and Executive Vice President and Chief Financial Officer, evaluated the effectiveness of the design and operation of our disclosure controls and procedures as of March 31, 2024. Based upon, and as of the date of that evaluation, our President and Chief Executive Officer and Executive Vice President and Chief Financial Officer concluded that the disclosure controls and procedures were effective as of March 31, 2024.
Management is responsible for establishing and maintaining effective internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). There was no change in our internal control over financial reporting during the quarter ended March 31, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
PART II. OTHER INFORMATION
Item 1. Legal Proceedings
There have been no material developments with respect to the information previously reported under Part I, Item 3 of our Annual Report on Form 10-K for the year ended December 31, 2023.
Item 1A. Risk Factors
There have been no material changes in our risk factors from those disclosed in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023.
Item 2. Unregistered Sales of Equity Securities, Use of Proceeds, and Issuer Purchases of Equity Securities
Issuer Purchases of Equity Securities
| Total number of shares purchased (1) | Average price paid per share | Total number of shares purchased as part of publicly announced plans or programs | Approximate dollar value of shares that may yet be purchased under the plans or programs ($000’s omitted) (2) | ||||||||||||||||||||
| January 1, 2024 to January 31, 2024 | 762,770 | $ | 103.80 | 762,770 | $ | 1,803,724 | |||||||||||||||||
| February 1, 2024 to February 29, 2024 | 797,555 | $ | 104.49 | 797,555 | $ | 1,720,390 | |||||||||||||||||
| March 1, 2024 to March 31, 2024 | 743,007 | $ | 112.16 | 743,007 | $ | 1,637,053 | |||||||||||||||||
| Total | 2,303,332 | $ | 106.73 | 2,303,332 |
(1) During 2024, participants surrendered shares for payment of minimum tax obligations upon the vesting or exercise of previously granted share-based compensation awards. Such shares were not repurchased as part of our publicly-announced share repurchase programs and are excluded from the table above.
(2) The Board of Directors approved a share repurchase authorization increase of $1.5 billion on January 30, 2024. There is no expiration date for this program, under which $1.6 billion remained as of March 31, 2024.
Item 5. Other Information
During the period covered by this Quarterly Report on Form 10-Q, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Item 6. Exhibits
Exhibit Number and Description
| 101.LAB | Inline XBRL Taxonomy Extension Label Linkbase Document | |||||||||||||
| 101.PRE | Inline XBRL Taxonomy Extension Presentation Linkbase Document | |||||||||||||
| 104 | The cover page from this Quarterly Report on Form 10-Q for the quarter ended March 31, 2024, formatted in Inline XBRL |
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 thereunto duly authorized.
| PULTEGROUP, INC. | ||||||||
| /s/ Robert T. O'Shaughnessy | ||||||||
| Robert T. O'Shaughnessy | ||||||||
| Executive Vice President and Chief Financial Officer | ||||||||
| (Principal Financial Officer and duly authorized officer) | ||||||||
| Date: | April 23, 2024 |