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BHS > SEC Filings for BHS > Form 10-Q on 5-Nov-2009All Recent SEC Filings

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Form 10-Q for BROOKFIELD HOMES CORP


5-Nov-2009

Quarterly Report


Item 2. Management's Discussion and Analysis of Financial Condition and Results
of Operations
This discussion includes forward-looking statements that reflect our current views with respect to future events and financial performance and that involve risks and uncertainties. Our actual results, performance or achievements could differ materially from those anticipated in the forward-looking statements as a result of certain factors including risks discussed in "Management's Discussion and Analysis of Financial Condition and Results of Operations - Forward-Looking Statements" and Item 1A - "Risk Factors" elsewhere in this report and in our Annual Report on Form 10-K for the year ended December 31, 2008. Forward-Looking Statements
This quarterly report on Form 10-Q contains "forward-looking statements" within the meaning of the United States federal securities laws. The words "may," "believe," "will," "anticipate," "expect," "estimate," "project," "future," and other expressions that are predictions of or indicate future events and trends and that do not relate to historical matters identify forward-looking statements. The forward-looking statements in this quarterly report on Form 10-Q include, among others, statements with respect to:
• ability to create shareholder value;

• business goals and strategy;

• strategies for shareholder value creation;

• the stability of the homebuilding industry;

• effect of challenging conditions on us;

• ability to generate sufficient cash flow from our assets in 2009 and 2010 to repay maturing project specific financings;

• the visibility on our future cash flow;

• financing sources;

• expected backlog and closings;

• sufficiency of our access to capital resources;

• supply and demand equilibrium;

• the timing of the effect of interest rate changes on our cash flows;

• the effect on our business of existing lawsuits; and

• whether or not our letters of credit or performance bonds will be drawn upon.

Reliance should not be placed on forward-looking statements because they involve known and unknown risks, uncertainties and other factors, which may cause the actual results to differ materially from the anticipated future results expressed or implied by such forward-looking statements. Factors that could cause actual results to differ materially from those set forward in the forward-looking statements include, but are not limited to:
• changes in general economic, real estate and other conditions;

• mortgage rate and availability changes;

• availability of suitable undeveloped land at acceptable prices;

• adverse legislation or regulation;

• ability to obtain necessary permits and approvals for the development of our land;

• availability of labor or materials or increases in their costs;

• ability to develop and market our master-planned communities successfully;

• ability to obtain regulatory approvals;

• confidence levels of consumers;

• ability to raise capital on favorable terms;

• adverse weather conditions and natural disasters;

• relations with the residents of our communities;

• risks associated with increased insurance costs or unavailability of adequate coverage;

• ability to obtain surety bonds;

• ability to retain our executive officers;

• relationships with our affiliates;

• competitive conditions in the homebuilding industry, including product and pricing pressures; and

• additional risks and uncertainties, many of which are beyond our control, referred to in our Form 10-K for the year ended December 31, 2008 and our other SEC filings.

We undertake no obligation to publicly update any forward-looking statements unless required by law, whether as a result of new information, future events or otherwise. However, any further disclosures made on related subjects in subsequent reports on Forms 10-K, 10-Q and 8-K should be consulted.


Table of Contents

Overview
During the period ended September 30, 2009, selling communities have seen an increased number of homebuyers take advantage of improved affordability, low interest rates, declining home prices and government stimulus programs. While the North American homebuilding industry continues to face a number of challenges with home foreclosures and tight credit standards continuing to have an effect on inventory and new home sale rates and prices, homebuyer confidence has improved as homebuyers appear to have recognized the homebuilding market has begun to stabilize. Despite the challenging conditions still faced by the homebuilding market, we believe the risk is mitigated by our assets, which are largely located in geographic areas with a constrained supply of lots and which have demonstrated strong economic characteristics over the long term. We entitle and develop land for our communities and sell lots to third parties. We also design, construct and market single and multi-family homes primarily to move-up and luxury homebuyers.
We operate in the following geographic regions, which are presented as our reportable segments: Northern California (San Francisco Bay Area and Sacramento), Southland / Los Angeles, San Diego / Riverside and Washington D.C. Area. Our other operations that do not meet the quantitative thresholds for separate disclosure in our financial statements under US GAAP are included in "Corporate and Other."
Our goal is to maximize the total return on our common stockholders' equity over the long term. We plan to achieve this by actively managing our assets and creating value on the lots we own or control.
The 26,823 lots that we control, 15,804 of which we own directly or through joint ventures, provide a strong foundation for our future lot development and homebuilding business as well as visibility on our future cash flow. We believe we add value to the lots we control through entitlements, development and the construction of homes. In allocating capital to our operations we generally limit our risk on unentitled land by optioning such land positions in all our markets, thereby mitigating our capital at risk. Option contracts for the purchase of land permit us to control lots for an extended period of time. Homebuilding is our primary source of revenue and has represented approximately 90% of our total revenue since 2002. Operating in markets with higher price points and catering to move-up and luxury buyers, our average sales price for the nine months ended September 30, 2009 of $475,000 was well in excess of the national average sales price. We also sell serviced and unserviced lots to other homebuilders generally on an opportunistic basis where we can reduce our risk in a market or redeploy capital to an asset providing higher returns.
Our housing and land inventory, investments in housing and land joint ventures, and consolidated land inventory not owned, together comprised 90% of our total assets as of September 30, 2009. In addition, we had $110 million in other assets as of September 30, 2009. Other assets consist of restricted cash of $7 million, homebuyer receivables of $7 million, income taxes receivable of $6 million, deferred taxes of $69 million and other receivables of $21 million. Homebuyer receivables consist primarily of proceeds due from homebuyers on the closing of homes.
At September 30, 2009, our market capitalization of our common stock was $179 million, compared to our book value of $246 million. Market capitalization will vary depending on market sentiment and may not have a relationship to the underlying value of a share of our company over the longer term.


Table of Contents

Results of Operations

                                                    Three Months Ended               Nine Months Ended
Selected Financial Information (Unaudited)             September 30,                   September 30,
($US millions)                                      2009             2008             2009           2008

Revenue:
Housing                                         $     89         $    107        $     206         $  288
Land                                                  10                3               25             11

Total revenues                                        99              110              231            299
Direct cost of sales                                 (84 )            (98 )           (203 )         (262 )
Impairment of housing and land inventory
and write-offs of option deposits                    (10 )            (32 )            (18 )          (55 )

Gross margin / (loss)                                  5              (20 )             10            (18 )
Selling, general and administrative
expense                                              (12 )            (16 )            (37 )          (47 )
Equity in earnings from housing and land
joint ventures                                         -                -                2              2
Impairment from housing and land joint
ventures                                              (1 )             (8 )            (13 )          (18 )
Other (expense) / income                              (1 )             (1 )             10             (1 )

Loss before income taxes                              (9 )            (45 )            (28 )          (82 )
Income tax recovery                                    6               16               12             29

Net loss                                              (3 )            (29 )            (16 )          (53 )
Less net loss attributable to
noncontrolling interests                               2                4                5              7

Net loss attributable to Brookfield Homes
Corporation                                     $     (1 )       $    (25 )      $     (11 )       $  (46 )


Segment Information

Housing revenue ($US millions):
Northern California                             $     23         $     35        $      59         $   82
Southland / Los Angeles                               17               12               43             68
San Diego / Riverside                                 18               18               40             50
Washington D.C. Area                                  30               41               60             84
Corporate and Other                                    1                1                4              4

Total                                           $     89         $    107        $     206         $  288

Land revenues ($US millions):
Northern California                             $      -         $      -        $       -         $    -
Southland / Los Angeles                                -                -                -              -
San Diego / Riverside                                  7                -               11              -
Washington D.C. Area                                   3                3                6             11
Corporate and Other                                    -                -                8              -

Total                                           $     10         $      3        $      25         $   11

Impairment of housing and land inventory
and write-offs of option deposits ($US
millions):
Northern California                             $      -         $      5        $       -         $    5
Southland / Los Angeles                                -                -                2              -
San Diego / Riverside                                  -               20                -             20
Washington D.C. Area                                   7                7                9             30
Corporate and Other                                    3                -                7              -

Total                                           $     10         $     32        $      18         $   55

Gross margin / (loss) ($US millions):
Northern California                             $      3         $     (2 )      $       5         $    1
Southland / Los Angeles                                2                1                -              9
San Diego / Riverside                                  4              (17 )              8             (9 )
Washington D.C. Area                                  (2 )             (1 )              3            (17 )
Corporate and Other                                   (2 )             (1 )             (6 )           (2 )

Total                                           $      5         $    (20 )      $      10         $  (18 )


Table of Contents

                                       Three Months Ended            Nine Months Ended
                                          September 30,                September 30,
                                         2009          2008          2009            2008

     Home closings (units):
     Northern California                   31            38            73              88
     Southland / Los Angeles               44            31           115             162
     San Diego / Riverside                 34            33            80              94
     Washington D.C. Area                  80            81           159             166
     Corporate and Other                    1             1             6               5

     Consolidated total                   190           184           433             515
     Joint ventures                         2             -             2               5

     Total                                192           184           435             520

     Average selling price ($US):
     Northern California            $ 746,000     $ 925,000     $ 811,000     $   931,000
     Southland / Los Angeles          388,000       377,000       377,000         420,000
     San Diego / Riverside            522,000       549,000       498,000         536,000
     Washington D.C. Area             373,000       502,000       376,000         508,000
     Corporate and Other              645,000       732,000       635,000         689,000

     Consolidated average             465,000       578,000       475,000         559,000
     Joint ventures                   891,000             -       891,000       1,236,000

     Average                        $ 468,000     $ 578,000     $ 477,000     $   565,000




Lots controlled (units at September 30, 2009):        Lots Owned             Lots Controlled(1)

Northern California                                   937        1,237          7,119        7,419
Southland / Los Angeles                             1,319        1,434          3,351        3,399
San Diego / Riverside                               9,618        7,997         11,118        9,497
Washington D.C. Area                                3,665        3,764          4,970        5,089
Corporate and Other                                   265          274            265          274

Total                                              15,804       14,706         26,823       25,678

(1) Includes proportionate share of lots under option related to joint ventures.

Three Months and Nine Months Ended September 30, 2009 Compared with Three Months and Nine Months Ended
September 30, 2008
Net Loss
Net loss was $3 million and $16 million for the three and nine months ended September 30, 2009, a decline in net loss of $26 million and $37 million, respectively, when compared to the same periods in 2008. The decrease in net loss for the nine months ended September 30, 2009 primarily relates to a decrease of $37 million in impairments on our housing and land assets an increase in the number of land sales and an increase in income from our interest rate swap contracts, partially offset by a reduction in total closings of 85 units compared to the same period last year. Results of Operations
Company-wide: Housing revenue was $89 million and $206 million for the three and nine months ended September 30, 2009, a decrease of $18 million and $82 million, respectively, when compared to the same periods in 2008. The decrease in housing revenue was primarily due to fewer home closings in the nine months ended September 30, 2009 and a decrease of 19% and 16% in the average selling price during the three and nine months ended September 30, 2009, respectively, when compared to the same periods in 2008.
Housing revenues were net of incentives of $12 million and $32 million for the three and nine months ended September 30, 2009, compared to $17 million and $46 million, respectively, for the same periods in 2008. Our incentives on homes closed by reportable segment are as follows:


Table of Contents

                                                                   Three Months Ended September 30,
                                                            2009                                      2008
                                                Incentives           % of Gross           Incentives           % of Gross
($ millions)                                    Recognized             Revenues           Recognized             Revenues
Northern California                           $          6                   20 %       $          9                   21 %
Southland / Los Angeles                                  1                    7                    1                    9
San Diego / Riverside                                    1                    6                    -                    2
Washington D.C. Area                                     4                   11                    7                   14
Corporate and Other                                      -                   27                    -                   25

                                              $         12                   12 %       $         17                   14 %




                                            Nine Months Ended September 30,
                                       2009                                 2008
                            Incentives         % of Gross         Incentives       % of Gross
($ millions)                Recognized           Revenues         Recognized         Revenues
Northern California       $         18                 23 %     $         21               20 %
Southland / Los Angeles              3                  7                  6                8
San Diego / Riverside                2                  6                  2                4
Washington D.C. Area                 9                 12                 17               17
Corporate and Other                  -                  9                  -               12

                          $         32                 13 %     $         46               14 %

Land revenue totaled $10 million and $25 million for the three and nine months ended September 30, 2009, an increase of $7 million and $14 million, respectively, when compared to the same periods in 2008. Our land revenues may vary significantly from period to period due to the timing and nature of land sales as they generally occur on an opportunistic basis and such revenues are also affected by local market conditions.
Gross margin was $5 million and $10 million for the three and nine months ended September 30, 2009, compared with $(20) million and $(18) million, respectively, for the same periods in 2008. The increases in gross margins were primarily a result of a decrease in impairment charges, partially offset by fewer closings during the nine month period ending September 30, 2009 as well as reduced average selling prices.
During the three and nine months ended September 30, 2009, we recognized $10 million and $18 million of impairment charges and option write-offs compared to $32 million and $55 million, respectively, for the same periods in 2008. The impairment charges and option write-offs for the three months ended September 30, 2009 related to a commercial site in our Washington D.C. Area reportable segment and $8 million of option write-offs.
The number of projects where impairment charges and option write-offs were recognized and the fair value of the projects impaired for the three and nine months ended September 30, 2009 and 2008 are as follows:

                                                                  Three Months Ended September 30,
                                                         2009                                            2008
                                       Projects                       Fair Value        Projects                     Fair Value
                                     Tested for        Projects      of Projects      Tested for      Projects      of Projects
(Number of Projects / $ millions)    Impairment        Impaired         Impaired      Impairment      Impaired         Impaired

Northern California                           6               -     $          -               8             1     $          -
Southland / Los Angeles                       4               -                -               5             -                -
San Diego / Riverside                        14               -                -              14             1               40
Washington D.C. Area                         17               2                3              19             2               16
Corporate and Other                           3               1                -               2             -                -

                                             44               3     $          3              48             4     $         56




                                                                  Nine Months Ended September 30,
                                                        2009                                           2008
                                       Projects                     Fair Value        Projects                      Fair Value
                                     Tested for      Projects      of Projects      Tested for       Projects      of Projects
(Number of Projects / $ millions)    Impairment      Impaired         Impaired      Impairment       Impaired         Impaired

Northern California                           6             -     $          -               9              2     $          -
Southland / Los Angeles                       4             1               14               6              1                5
San Diego / Riverside                        14             -                -              14              1               40
Washington D.C. Area                         18             3                5              22             10               84
Corporate and Other                           3             2                9               2              -                -

                                             45             6     $         28              53             14     $        129


Table of Contents

Northern California: Housing revenue was $23 million and $59 million for the three and nine months ended September 30, 2009, a decrease of $12 million and $23 million, respectively, when compared to the same periods in 2008. The gross margin for the three and nine months ended September 30, 2009 was $3 million and $5 million, compared with $(2) million and $1 million, respectively, for the same periods in 2008. The increases in the gross margins were primarily a result of fewer option contract write-offs, partially offset by reduced selling prices and /or an increase in homebuyer incentives. Option contract write-offs for the three and nine months ended September 30, 2009 were nil compared with $5 million and $5 million for the same periods in 2008.
Southland / Los Angeles: Housing revenue was $17 million and $43 million for the three and nine months ended September 30, 2009, an increase of $5 million and a decrease of $25 million, respectively, when compared to the same periods in 2008. The increase in revenue for the three month period ended September 30, 2009 compared to the same period in 2008 was primarily attributable to an increase in closings, while the decrease for the nine month period ended September 30, 2009 compared to the same period in 2008 was primarily attributable to a decrease in closings. The gross margin for the three and nine months ended September 30, 2009 was $2 million and nil compared with $1 million and $9 million, respectively, for the same periods in 2008. The decrease in the gross margin for the nine months ended September 30, 2009 compared to the same period in 2008 was primarily a result of reduced selling prices and increases in impairment charges. Impairment charges for the three and nine months ended September 30, 2009 were nil and $2 million compared to nil for each of the same periods in 2008.
San Diego / Riverside: Housing revenue was $18 million and $40 million for the three and nine months ended September 30, 2009, a decrease of nil and $10 million, respectively, when compared to the same periods in 2008. Land revenue was $7 million and $11 million for the three and nine months ended September 30, 2009, compared with nil for each of the same periods in 2008. During the nine months ended September 30, 2009, 32 lots located in the Carlsbad region and 150 lots located in the Imperial Valley region were sold. The gross margin for the three and nine months ended September 30, 2009 was $4 million and $8 million compared with $(17) million and $(9) million, respectively, for the same periods in 2008. The increases in the gross margins were primarily a result of fewer impairment charges, partially offset by reduced selling prices. Impairment charges for the three and nine months ended September 30, 2009 were nil compared with $20 million and $20 million, respectively, for the same periods in 2008.
Washington D.C. Area: Housing revenue was $30 million and $60 million for the three and nine months ended September 30, 2009, a decrease of $11 million and $24 million, respectively, when compared to the same periods in 2008. Land revenue was $3 million and $6 million for the three and nine months ended September 30, 2009, compared with $3 million and $11 million, respectively, for the same periods in 2008. The gross margin for the three and nine months ended September 30, 2009 was $(2) million and $3 million compared with $(1) million and $(17) million, respectively, for the same periods in 2008. The increase in gross margin for the nine months ended September 30, 2009 compared to the same period in 2008 was primarily a result of a decrease in impairment charges, partially offset by reduced selling prices and / or an increase in homebuyer incentives. Impairment charges for the three and nine months ended September 30, 2009 were $7 million and $9 million, compared with $7 million and $30 million, respectively, for the same periods in 2008. Other Income and Expenses
Equity in earnings from housing and land joint ventures for the three and nine months ended September 30, 2009 was earnings of nil and $2 million consistent with the same periods in 2008. The impairment of our investments in housing and land joint ventures of $13 million for the nine months ended September 30, 2009 primarily relates to 907 lots in the Inland Empire of California in one project, and the write-off of costs related to a commercial site in the Washington D.C. Area reportable segment.
Other (expense) / income for the three and nine months ended September 30, 2009 totaled income of $(1) million and $10 million, a decrease of nil and an increase of $11 million when compared to the same periods in 2008. The . . .

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