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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): July 31, 2024

Green Brick Partners, Inc.

(Exact name of registrant as specified in its charter)
Delaware 001-33530 20-5952523
(State or other jurisdiction of incorporation) (Commission File Number) (IRS Employer Identification Number)
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)

(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 1/1000th interest in a share of 5.75% Series A Cumulative Perpetual Preferred Stock, par value $0.01 per share)
GRBK PRA
The New York Stock Exchange

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 July 31, 2024, Green Brick Partners, Inc. (the “Company”) issued a press release announcing its financial and operational results for the second quarter ended June 30, 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 September 13, 2024 holders of record as of September 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, June 15, 2024 through, but not including September 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
104 Cover Page Interactive Data File (embedded within the Inline XBRL document).








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:    July 31, 2024


EX-99 2 a2q2ex99earningsrelease.htm EX-99 Document

Exhibit 99
greenbrickpartnerslogocopya.jpg
GREEN BRICK PARTNERS, INC. REPORTS RECORD SECOND QUARTER 2024 RESULTS

RECORD HOME CLOSINGS REVENUE OF $547M, UP 20.4% YOY
RECORD HOMEBUILDING GROSS MARGIN OF 34.5%, UP 320 BPS YOY
RECORD DILUTED EPS OF $2.32, UP 42.3% YOY
NET NEW HOME ORDERS OF 855, UP 4.0% YOY
DEBT TO TOTAL CAPITAL OF 17.7%; NET DEBT TO TOTAL CAPITAL OF 10.9%

PLANO, Texas, July 31, 2024 — Green Brick Partners, Inc. (NYSE: GRBK) (“we,” “Green Brick” or the “Company”), today reported record results for its second quarter ended June 30, 2024.

“Our business model continued to demonstrate its strength and enabled us to deliver record results for any quarter. In the second quarter of 2024, home closings revenue totaled $546.9 million, a record that reflects growth of 20.4% year-over-year as we closed a record 987 units, a 26.1% increase of closed homes year-over-year. Importantly, we continued to excel at generating the highest homebuilding gross margins in the industry. Our Q2 2024 record gross margin of 34.5% was up 320 bps over Q2 2023. As a result, diluted EPS increased 42% year-over-year to $2.32 per share, another company record,” said Jim Brickman, CEO and Co-Founder.

“As we exited the spring selling season, demand remained healthy throughout the second quarter. Net new orders grew 4.0% year-over-year to 855 units with average incentives of 4.5%,” continued Mr. Brickman. “Year-to-date, we have now sold 1,926 homes, delivered 1,808 homes and started 1,980 homes which increased our backlog units by 15.5%. Thanks to the superior markets in which we operate, Green Brick is poised to continue capitalizing on what we believe are long-term secular demographic shifts. This positioning is further strengthened by supply shortages in our infill and infill adjacent submarkets due to the ‘golden handcuffs’ effect of low-rate mortgages. Approximately 80% of our revenues for the first half of 2024 continued to come from those infill and infill adjacent locations.”

Mr. Brickman added, “We have created a strong runway for growth with our superior land and lot positions which we grew in the second quarter by adding over 2,500 additional future home sites. We remain committed to our land and self-development strategies that have been instrumental to our success and one of our biggest advantages. We believe that with disciplined underwriting, superior locations, a strong balance sheet and desirable products, we can carry land and lots on our balance sheet while still generating industry leading shareholder returns. To that end, our return on equity was 28.3% for the first half of 2024 on an annualized basis.”

Mr. Brickman concluded, “Growth is not created equally. Our success and earnings growth are possible despite having one of the least leveraged balance sheets and one of the lowest costs of debt among our small and mid-cap peers. At the end of the second quarter, our net debt to total capital ratio was 10.9% and our total debt to total capital ratio was only 17.7% with a weighted average pay rate of 3.4%. In addition, we continue to focus on creating value for shareholders, including by repurchasing approximately 1.5% of our shares in the second quarter for $38.4 million dollars.”

Results for the Quarter Ended June 30, 2024:
(Dollars in thousands, except per share data) Three Months Ended June 30,
2024 2023 Change
New homes delivered 987  783  26.1  %
Total revenues $ 560,631  $ 456,289  22.9  %
Total cost of revenues 370,965  313,354  18.4  %
Total gross profit $ 189,666  $ 142,935  32.7  %
Income before income taxes $ 139,177  $ 104,212  33.6  %
Net income attributable to Green Brick Partners, Inc. $ 105,358  $ 75,270  40.0  %
Diluted net income attributable to Green Brick Partners, Inc. per common share $ 2.32  $ 1.63  42.3  %
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Residential units revenue $ 547,138  $ 454,445  20.4  %
Average sales price of homes delivered $ 554.2  $ 580.0  (4.4) %
Homebuilding gross margin percentage 34.5  % 31.3  % 320 bps
Selling, general and administrative expenses as a percentage of residential units revenue 10.5  % 10.8  % -30 bps
Backlog $ 650,349  $ 585,951  $ 64,398 
Homes under construction 2,229  1,809  23.2  %

Results for the Six Months Ended June 30, 2024:
(Dollars in thousands, except per share data) Six Months Ended June 30,
2024 2023 Change
New homes delivered 1,808  1,544  17.1  %
Total revenues $ 1,007,969  $ 908,350  11.0  %
Total cost of revenues 670,046  640,809  4.6  %
Total gross profit $ 337,923  $ 267,541  26.3  %
Income before income taxes $ 254,810  $ 191,384  33.1  %
Net income attributable to Green Brick Partners, Inc. $ 188,659  $ 139,450  35.3  %
Diluted net income attributable to Green Brick Partners, Inc. per common share $ 4.14  $ 3.00  38.0  %
Residential units revenue $ 990,422  $ 904,807  9.5  %
Average sales price of homes delivered $ 547.6  $ 585.2  (6.4) %
Homebuilding gross margin percentage 34.0  % 29.5  % 450 bps
Selling, general and administrative expenses as a percentage of residential units revenue 10.9  % 10.5  % 40 bps

Earnings Conference Call:
We will host our earnings conference call to discuss our second quarter ended June 30, 2024 at 12:00 p.m. Eastern Time on Thursday, August 1, 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/883418928

A telephone replay of the call will be available through August 31, 2024. To access the telephone replay, the domestic dial-in number is 1-800-770-2030, the international dial-in number is 1-647-362-9199 and the access code is 3162560, or by using the link at investors.greenbrickpartners.com.

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GREEN BRICK PARTNERS, INC.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)
(Unaudited)


Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
Residential units revenue $ 547,138  $ 454,445  $ 990,422  $ 904,807 
Land and lots revenue 13,493  1,844  17,547  3,543 
Total revenues 560,631  456,289  1,007,969  908,350 
Cost of residential units 358,183  312,030  653,496  638,154 
Cost of land and lots 12,782  1,324  16,550  2,655 
Total cost of revenues 370,965  313,354  670,046  640,809 
Total gross profit 189,666  142,935  337,923  267,541 
Selling, general and administrative expenses (57,602) (49,229) (108,172) (95,174)
Equity in income of unconsolidated entities 1,186  5,699  3,778  9,920 
Other income, net 5,927  4,807  21,281  9,097 
Income before income taxes 139,177  104,212  254,810  191,384 
Income tax expense 23,896  23,148  48,738  42,179 
Net income 115,281  81,064  206,072  149,205 
Less: Net income attributable to noncontrolling interests 9,923  5,794  17,413  9,755 
Net income attributable to Green Brick Partners, Inc. $ 105,358  $ 75,270  $ 188,659  $ 139,450 
Net income attributable to Green Brick Partners, Inc. per common share:
Basic $ 2.34  $ 1.64  $ 4.18  $ 3.02 
Diluted $ 2.32  $ 1.63  $ 4.14  $ 3.00 
Weighted average common shares used in the calculation of net income attributable to Green Brick Partners, Inc. per common share:
Basic 44,760  45,371  44,826  45,656 
Diluted 45,154  45,755  45,277  46,051 

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GREEN BRICK PARTNERS, INC.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)


June 30, 2024 December 31, 2023
ASSETS
Cash and cash equivalents $ 133,294  $ 179,756 
Restricted cash 24,882  19,703 
Receivables 14,703  10,632 
Inventory 1,792,056  1,533,223 
Investments in unconsolidated entities 36,557  84,654 
Right-of-use assets - operating leases 7,825  7,255 
Property and equipment, net 6,975  7,054 
Earnest money deposits 14,529  16,619 
Deferred income tax assets, net 15,306  15,306 
Intangible assets, net 324  367 
Goodwill 680  680 
Other assets 17,271  27,583 
Total assets $ 2,064,402  $ 1,902,832 
LIABILITIES AND EQUITY
Liabilities:
Accounts payable $ 67,978  $ 54,321 
Accrued expenses 126,144  96,457 
Customer and builder deposits 49,316  43,148 
Lease liabilities - operating leases 8,756  7,898 
Borrowings on lines of credit, net (1,921) (2,328)
Senior unsecured notes, net 311,398  336,207 
Notes payable 95  12,981 
Total liabilities 561,766  548,684 
Commitments and contingencies
Redeemable noncontrolling interest in equity of consolidated subsidiary 38,883  36,135 
Equity:
Green Brick Partners, Inc. stockholders’ equity
Preferred stock, $0.01 par value: 5,000,000 shares authorized; 2,000 issued and outstanding as of June 30, 2024 and December 31, 2023, respectively 47,603  47,603 
Common stock, $0.01 par value: 100,000,000 shares authorized; 44,897,775 issued and 44,594,451 outstanding as of June 30, 2024 and 45,005,175 issued and outstanding as of December 31, 2023, respectively 449  450 
Treasury stock, at cost: 303,324 shares as of June 30, 2024 and none as of December 31, 2023 (17,192) — 
Additional paid-in capital 246,863  255,614 
Retained earnings 1,161,512  997,037 
Total Green Brick Partners, Inc. stockholders’ equity 1,439,235  1,300,704 
Noncontrolling interests 24,518  17,309 
Total equity 1,463,753  1,318,013 
Total liabilities and equity $ 2,064,402  $ 1,902,832 

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GREEN BRICK PARTNERS, INC.
SUPPLEMENTAL INFORMATION
(Unaudited)

Residential Units Revenue and New Homes Delivered (dollars in thousands) Three Months Ended June 30, Six Months Ended June 30,
2024 2023 Change % 2024 2023 Change %
Home closings revenue $ 546,948  $ 454,136  $ 92,812  20.4% $ 990,042  $ 903,566  $ 86,476  9.6  %
Mechanic’s lien contracts revenue 190  309  (119) (38.5)% 380  1,241  (861) (69.4) %
Residential units revenue $ 547,138  $ 454,445  $ 92,693  20.4% $ 990,422  $ 904,807  $ 85,615  9.5  %
New homes delivered 987  783  204  26.1% 1,808  1,544  264  17.1  %
Average sales price of homes delivered $ 554.2  $ 580.0  $ (25.8) (4.4)% $ 547.6  $ 585.2  $ (37.6) (6.4) %

Land and Lots Revenue
(dollars in thousands)
Three Months Ended June 30, Six Months Ended June 30,
2024 2023 Change % 2024 2023 Change %
Lots revenue $ 790  $ 1,844  $ (1,054) (57.2)% $ 4,844  $ 3,543  $ 1,301  36.7  %
Land revenue 12,703  —  12,703  100.0% 12,703  —  12,703  100.0%
Land and lots revenue $ 13,493  $ 1,844  $ 11,649  631.7% $ 17,547  $ 3,543  $ 14,004  395.3  %
Lots closed 8 18 (10) (55.6)% 71  36  35  97.2  %
Average sales price of lots closed $ 98.8  $ 102.4  $ (3.6) (3.5)% $ 68.2  $ 98.4  $ (30.2) (30.7) %

New Home Orders and Backlog
(dollars in thousands)
Three Months Ended June 30, Six Months Ended June 30,
2024 2023 Change % 2024 2023 Change %
Net new home orders 855  822  33  4.0% 1,926  1,889  37  2.0  %
Revenue from net new home orders $ 471,807  $ 489,495  $ (17,688) (3.6)% $ 1,085,191  $ 1,120,423  $ (35,232) (3.1)%
Average selling price of net new home orders $ 551.8  $ 595.5  $ (43.7) (7.3)% $ 563.4  $ 593.1  $ (29.7) (5.0)%
Cancellation rate 9.2  % 7.4  % 1.8  % 24.3% 6.5  % 6.7  % (0.2) % (3.0) %
Absorption rate per average active selling community per quarter 8.5  9.9  (1.4) (14.1)% 9.8  11.5  (1.7) (14.8) %
Average active selling communities 101  83  18  21.7% 98  82  16  19.5  %
Active selling communities at end of period 105  86  19  22.1%
Backlog $ 650,349  $ 585,951  $ 64,398  11.0%
Backlog units 889  882  0.8%
Average sales price of backlog $ 731.6  $ 664.3  $ 67.3  10.1%
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GREEN BRICK PARTNERS, INC.
SUPPLEMENTAL INFORMATION
(Unaudited)
June 30, 2024 December 31, 2023
Central Southeast Total Central Southeast Total
Lots owned
Finished lots 4,142  753  4,895  4,014  964  4,978 
Lots in communities under development 18,332  1,492  19,824  9,122  1,335  10,457 
Land held for future development(1)
3,800  —  3,800  8,366  —  8,366 
Total lots owned 26,274  2,245  28,519  21,502  2,299  23,801 
Lots controlled
Lots under option contracts 946  —  946  1,169  —  1,169 
Land under option for future development 698  739  1,437  1,710  460  2,170 
Lots under option through unconsolidated development joint ventures 2,128  283  2,411  1,210  331  1,541 
Total lots controlled 3,772  1,022  4,794  4,089  791  4,880 
Total lots owned and controlled (2)
30,046  3,267  33,313  25,591  3,090  28,681 
Percentage of lots owned 87.4  % 68.7  % 85.6  % 84.0  % 74.4  % 83.0  %
(1) Land held for future development consists 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 June 30, 2024 and December 31, 2023.
June 30, 2024 December 31, 2023
Total lots owned(1)
28,519  23,801 
Add certain lots included in Total Lots Controlled
Land under option for future acquisition and development 1,437  2,170 
Lots under option through unconsolidated development joint ventures 2,411  1,541 
Total lots self-developed 32,367  27,512 
Self-developed lots as a percentage of total lots owned and controlled(1)
97.2  % 95.9  %
(1) Total lots owned includes finished lot purchases, which were less than 2.4% of total lots self-developed as of June 30, 2024.

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.

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The following table represents the non-GAAP measure of adjusted homebuilding gross margin for the three and six months ended June 30, 2024 and 2023 and reconciles these amounts to homebuilding gross margin, the most directly comparable GAAP measure.
(Unaudited, in thousands): Three Months Ended June 30, Six Months Ended June 30,
2024 2023 2024 2023
Residential units revenue $ 547,138  $ 454,445  $ 990,422  $ 904,807 
Less: Mechanic’s lien contracts revenue (190) (309) (380) (1,241)
Home closings revenue $ 546,948  $ 454,136  $ 990,042  $ 903,566 
Homebuilding gross margin $ 188,893  $ 142,302  $ 336,810  $ 266,217 
Homebuilding gross margin percentage 34.5  % 31.3  % 34.0  % 29.5  %
Homebuilding gross margin 188,893  142,302  336,810  266,217 
Add back: Capitalized interest charged to cost of revenues 3,067  3,862  5,751  7,488 
Adjusted homebuilding gross margin $ 191,960  $ 146,164  $ 342,561  $ 273,705 
Adjusted homebuilding gross margin percentage 35.1  % 32.2  % 34.6  % 30.3  %

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 June 30, 2024:
Gross Cash and cash equivalents Net
Total debt, net of debt issuance costs $ 309,572  $ (133,294) $ 176,278 
Total Green Brick Partners, Inc. stockholders’ equity 1,439,235  —  1,439,235 
Total capitalization $ 1,748,807  $ (133,294) $ 1,615,513 
Debt to total capitalization ratio 17.7  %
Net debt to total capitalization ratio 10.9  %

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,”, “poised,” “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 unique business model and focus on infill and infill-adjacent locations, and the impact on our future results; (ii) our lot and land strategy and its impact on our future financial position; (iii) our ability to successfully implement our growth strategy, including the expansion of Trophy into new markets; (iv) our intent to maintain a debt to capital ratio below 30% and its impact on our future operational and financial growth; (v) the drivers and scope of demand for home ownership in the markets in which we operate and our ability to capitalize on such demand; (vi) the benefits from our new mortgage business; (vii) our future financial and operational performance; and (viii) our ability to deliver efficient and cost-effective growth, including our ability to manage costs and cycle times.
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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) general economic conditions, seasonality, cyclicality and competition in the homebuilding industry; (2) 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; (3) general economic conditions, seasonality, cyclicality and competition in the homebuilding industry; (4) 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; (5) significant periods of inflation or deflation; (6) a shortage of qualified labor; (7) an inability to acquire land in our markets at anticipated prices or difficulty in obtaining land-use entitlements; (8) our inability to successfully execute our strategies, including an inability to grow our operations or expand our Trophy brand; (9) a failure to recruit, retain or develop highly skilled and competent employees; (10) the geographic concentration of our operations; (11) government regulation risks in the industries or markets we operate in; (12) a lack of availability or volatility of mortgage financing for homebuyers; (13) severe weather events or natural disasters; (14) difficulty in obtaining sufficient capital to fund our growth; (15) our ability to meet our debt service obligations; (16) a decline in the value of our inventories and resulting write-downs of the carrying value of our real estate assets, and (17) 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

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