Item 1. Financial Statements
ITEM 1. FINANCIAL STATEMENTS.
Century Communities, Inc.
Condensed Consolidated Balance Sheets
As of June 30, 2021 and December 31, 2020
(in thousands, except share and per share amounts)
June 30,
December 31,
2021
2020
Assets
(unaudited)
(audited)
Cash and cash equivalents
$
419,416
$
394,001
Cash held in escrow
37,640
23,149
Accounts receivable
30,286
21,781
Inventories
1,948,769
1,929,664
Mortgage loans held for sale
235,712
282,639
Prepaid expenses and other assets
147,284
122,630
Property and equipment, net
26,359
28,384
Deferred tax assets, net
18,392
12,450
Goodwill
30,395
30,395
Total assets
$
2,894,253
$
2,845,093
Liabilities and stockholders' equity
Liabilities:
Accounts payable
$
80,609
$
107,712
Accrued expenses and other liabilities
263,956
302,751
Notes payable
901,254
894,875
Revolving line of credit
—
—
Mortgage repurchase facilities
159,776
259,050
Total liabilities
1,405,595
1,564,388
Stockholders' equity:
Preferred stock, $ 0.01 par value, 50,000,000 shares authorized, none outstanding
—
—
Common stock, $ 0.01 par value, 100,000,000 shares authorized, 33,760,940 and 33,350,633 shares issued and outstanding at June 30, 2021 and December 31, 2020, respectively
338
334
Additional paid-in capital
690,707
697,200
Retained earnings
797,613
583,171
Total stockholders' equity
1,488,658
1,280,705
Total liabilities and stockholders' equity
$
2,894,253
$
2,845,093
See Notes to Unaudited Condensed Consolidated Financial Statements
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Century Communities, Inc.
Unaudited Condensed Consolidated Statements of Operations
For the Three and Six Months Ended June 30, 2021 and 2020
(in thousands, except share and per share amounts)
Three Months Ended June 30,
Six Months Ended June 30,
2021
2020
2021
2020
Revenues
Homebuilding revenues
Home sales revenues
$
1,004,789
$
747,415
$
1,964,068
$
1,320,125
Land sales and other revenues
8,258
3,307
23,928
23,411
Total homebuilding revenues
1,013,047
750,722
1,987,996
1,343,536
Financial services revenues
29,865
25,722
63,485
35,517
Total revenues
1,042,912
776,444
2,051,481
1,379,053
Homebuilding cost of revenues
Cost of home sales revenues
( 764,668 )
( 620,655 )
( 1,521,175 )
( 1,091,181 )
Cost of land sales and other revenues
( 7,000 )
( 2,384 )
( 17,020 )
( 16,551 )
Total homebuilding cost of revenues
( 771,668 )
( 623,039 )
( 1,538,195 )
( 1,107,732 )
Financial services costs
( 18,168 )
( 12,744 )
( 36,469 )
( 22,330 )
Selling, general and administrative
( 99,656 )
( 86,706 )
( 191,807 )
( 160,325 )
Inventory impairment and other
( 41 )
( 910 )
( 41 )
( 1,691 )
Other income (expense)
( 1,245 )
( 2,942 )
( 1,786 )
( 2,784 )
Income before income tax expense
152,134
50,103
283,183
84,191
Income tax expense
( 34,224 )
( 11,653 )
( 63,621 )
( 19,615 )
Net income
$
117,910
$
38,450
$
219,562
$
64,576
Earnings per share:
Basic
$
3.49
$
1.15
$
6.52
$
1.94
Diluted
$
3.47
$
1.15
$
6.47
$
1.93
Weighted average common shares outstanding:
Basic
33,738,586
33,340,184
33,651,727
33,274,056
Diluted
33,956,638
33,461,694
33,920,939
33,469,069
See Notes to Unaudited Condensed Consolidated Financial Statements
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Century Communities, Inc.
Unaudited Condensed Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2021 and 2020
( in thousands )
Six Months Ended June 30,
2021
2020
Operating activities
Net income
$
219,562
$
64,576
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
5,655
6,842
Stock-based compensation expense
7,212
8,588
Fair value of mortgage loans held for sale and other
3,359
( 6,175 )
Inventory impairment and other
41
1,691
Deferred income taxes
( 5,942 )
( 1,322 )
Loss on disposition of assets
804
914
Changes in assets and liabilities:
Cash held in escrow
( 14,491 )
( 11,311 )
Accounts receivable
( 8,505 )
4,592
Inventories
( 56,779 )
138,049
Mortgage loans held for sale
42,659
( 30,990 )
Prepaid expenses and other assets
( 25,694 )
13,229
Accounts payable
( 27,103 )
( 35,158 )
Accrued expenses and other liabilities
2,643
20,259
Net cash provided by operating activities
143,421
173,784
Investing activities
Purchases of property and equipment
( 4,405 )
( 4,913 )
Other investing activities
54
62
Net cash used in investing activities
( 4,351 )
( 4,851 )
Financing activities
Borrowings under revolving credit facilities
—
678,000
Payments on revolving credit facilities
—
( 746,700 )
Proceeds from issuance of insurance premium notes and other
9,477
4,542
Principal payments on insurance notes payable
( 3,854 )
( 4,220 )
Net proceeds (payments) on mortgage repurchase facilities
( 99,274 )
23,374
Withholding of common stock upon vesting of restricted stock units
( 13,726 )
( 5,145 )
Dividend payments
( 5,065 )
—
Other
( 34 )
( 345 )
Net cash used in financing activities
( 112,476 )
( 50,494 )
Net increase
$
26,594
$
118,439
Cash and cash equivalents and Restricted cash
Beginning of period
398,081
58,521
End of period
$
424,675
$
176,960
Supplemental cash flow disclosure
Cash paid for income taxes
$
78,909
$
410
Cash and cash equivalents and Restricted cash
Cash and cash equivalents
$
419,416
$
173,521
Restricted cash (Note 5)
5,259
3,439
Cash and cash equivalents and Restricted cash
$
424,675
$
176,960
See Notes to Unaudited Condensed Consolidated Financial Statements
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Century Communities, Inc.
Unaudited Condensed Consolidated Statements of Stockholders’ Equity
For the Three and Six Months Ended June 30, 2021 and 2020
( in thousands )
For the Three Months Ended June 30, 2021 and 2020
Common Stock
Shares
Amount
Additional Paid-In Capital
Retained Earnings
Total Stockholders' Equity
Balance at March 31, 2021
33,708
$
337
$
688,009
$
684,823
$
1,373,169
Vesting of restricted stock units
74
1
( 1 )
—
—
Withholding of common stock upon vesting of restricted stock units
( 21 )
—
( 1,549 )
—
( 1,549 )
Stock-based compensation expense
—
—
4,193
—
4,193
Cash dividends declared
—
—
55
( 5,120 )
( 5,065 )
Net income
—
—
—
117,910
117,910
Balance at June 30, 2021
33,761
$
338
$
690,707
$
797,613
$
1,488,658
Balance at March 31, 2020
33,319
$
333
$
681,060
$
403,140
$
1,084,533
Vesting of restricted stock units
42
1
( 1 )
—
—
Withholding of common stock upon vesting of restricted stock units
( 10 )
—
( 168 )
—
( 168 )
Stock-based compensation expense
—
—
6,903
—
6,903
Other
—
—
( 230 )
—
( 230 )
Net income
—
—
—
38,450
38,450
Balance at June 30, 2020
33,351
$
334
$
687,564
$
441,590
$
1,129,488
For the Six Months Ended June 30, 2021 and 2020
Common Stock
Shares
Amount
Additional Paid-In Capital
Retained Earnings
Total Stockholders' Equity
Balance at December 31, 2020
33,351
$
334
$
697,200
$
583,171
$
1,280,705
Vesting of restricted stock units
675
7
( 7 )
—
—
Withholding of common stock upon vesting of restricted stock units
( 265 )
( 3 )
( 13,723 )
—
( 13,726 )
Stock-based compensation expense
—
—
7,212
—
7,212
Cash dividends declared
—
—
55
( 5,120 )
( 5,065 )
Other
—
—
( 30 )
—
( 30 )
Net income
—
—
—
219,562
219,562
Balance at June 30, 2021
33,761
$
338
$
690,707
$
797,613
$
1,488,658
Balance at December 31, 2019
33,067
$
331
$
684,354
$
377,014
$
1,061,699
Vesting of restricted stock units
454
5
( 5 )
—
—
Withholding of common stock upon vesting of restricted stock units
( 170 )
( 2 )
( 5,143 )
—
( 5,145 )
Stock-based compensation expense
—
—
8,588
—
8,588
Other
—
—
( 230 )
—
( 230 )
Net income
—
—
—
64,576
64,576
Balance at June 30, 2020
33,351
$
334
$
687,564
$
441,590
$
1,129,488
See Notes to Unaudited Condensed Consolidated Financial Statements
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Century Communities, Inc.
Notes to Unaudited Condensed Consolidated Financial Statements
June 30, 2021
1. Basis of Presentation
Century Communities, Inc. (which we refer to as “we,” “CCS,” or the “Company”), together with its subsidiaries, is engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in 17 states. In many of our projects, in addition to building homes, we are responsible for the entitlement and development of the underlying land. We build and sell homes under our Century Communities and Century Complete brands. Our Century Communities brand targets a wide range of buyer profiles including: entry-level, first and second time move-up, and lifestyle homebuyers, and provides our homebuyers with the ability to personalize their homes through certain option and upgrade opportunities. Our Century Complete brand targets entry-level homebuyers, primarily sells homes through retail studios and the internet, and generally provides no option or upgrade opportunities. Our homebuilding operations are organized into the following five reportable segments: West, Mountain, Texas, Southeast, and Century Complete. Additionally, our indirect wholly-owned subsidiaries, Inspire Home Loans Inc., Parkway Title, LLC, and IHL Home Insurance Agency, LLC, which provide mortgage, title, and insurance services, respectively, primarily to our homebuyers, have been identified as our Financial Services segment.
The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (which we refer to as “GAAP”) and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (which we refer to as the “SEC”). In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments consisting of normal recurring adjustments necessary for a fair presentation of our financial position and results of operations for the periods presented. Interim results of operations are not necessarily indicative of the results that may be achieved for the full year. The financial statements and related notes do not include all information and footnotes required by GAAP and should be read in conjunction with the consolidated financial statements for the year ended December 31, 2020, which are included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 that was filed with the SEC on February 5, 2021.
Principles of Consolidation
The condensed consolidated financial statements include the accounts of the Company, as well as all subsidiaries in which we have a controlling interest, and variable interest entities for which the Company is deemed to be the primary beneficiary. We currently do not have any variable interest entities in which we are deemed the primary beneficiary. All intercompany accounts and transactions have been eliminated.
Use of Estimates
The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Accordingly, actual results could differ from those estimates.
Recently Adopted Accounting Standards
Income Taxes
In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “ Income Taxes (Topic 740) : Simplifying the Accounting for Income Taxes” (“ASU 2019-12”). The standard simplifies the accounting for income taxes, eliminates certain exceptions, and clarifies certain aspects of ASC 740 to promote consistency among reporting entities. We adopted this standard on January 1, 2021 with no material effect on the condensed consolidated financial statements and related disclosures.
2. Reporting Segments
Our homebuilding operations are engaged in the development, design, construction, marketing and sale of single-family attached and detached homes in 17 states. We build and sell homes under our Century Communities and Century Complete brands. Our Century Communities brand is managed by geographic location, and each of our four geographic regions targets a wide range of buyer profiles including: entry-level, first and second time move-up, and lifestyle homebuyers, and provides our homebuyers with the ability to personalize their homes through certain option and upgrade selections. Each of our four geographic regions is considered a separate operating segment. Our Century Complete brand targets entry-level homebuyers, primarily sells homes through retail studios and the
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internet, and generally provides no option or upgrade selections. Our Century Complete brand currently has operations in 11 states and is managed separately from our four geographic regions. Accordingly, it is considered a separate operating segment.
The management of our four Century Communities geographic regions and Century Complete reports to our chief operating decision makers (which we refer to as “CODMs”), the Co-Chief Executive Officers of our Company. The CODMs review the results of our operations, including total revenue and income before income tax expense to determine profitability and to allocate resources. Accordingly, we have presented our homebuilding operations as the following five reportable segments:
West (California and Washington)
Mountain (Arizona, Colorado, Nevada, and Utah)
Texas
Southeast (Georgia, North Carolina, South Carolina, Tennessee, and Florida)
Century Complete (Alabama, Arizona, Florida, Georgia, Indiana, Kentucky, Michigan, North Carolina, Ohio, South Carolina, and Texas)
We have also identified our Financial Services operations, which provide mortgage, title, and insurance services to our homebuyers, as a sixth reportable segment. Our Corporate operations are a non-operating segment, as they serve to support our homebuilding, and to a lesser extent our financial services operations, through functions, such as our executive, finance, treasury, human resources, accounting and legal departments. The following table summarizes total revenue and income before income tax expense by segment (in thousands ):
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Three Months Ended June 30,
Six Months Ended June 30,
2021
2020
2021
2020
Revenue:
West
$
237,367
$
166,125
$
423,193
$
298,012
Mountain
295,001
177,569
600,314
348,721
Texas
132,789
98,678
220,524
158,842
Southeast
168,519
174,626
388,925
306,128
Century Complete
179,371
133,724
355,040
231,833
Financial Services
29,865
25,722
63,485
35,517
Corporate
—
—
—
—
Total revenue
$
1,042,912
$
776,444
$
2,051,481
$
1,379,053
Income (loss) before income tax expense:
West
$
40,903
$
13,747
$
68,364
$
29,089
Mountain
55,814
20,616
107,794
39,094
Texas
19,139
9,610
27,670
15,108
Southeast
26,096
12,020
49,536
20,329
Century Complete
23,089
8,548
44,819
9,333
Financial Services
11,697
12,978
27,016
13,187
Corporate
( 24,604 )
( 27,416 )
( 42,016 )
( 41,949 )
Total income before income tax expense
$
152,134
$
50,103
$
283,183
$
84,191
The following table summarizes total assets by segment (in thousands):
June 30,
December 31,
2021
2020
West
$
611,192
$
536,907
Mountain
803,816
778,198
Texas
238,221
207,746
Southeast
279,101
329,930
Century Complete
284,838
218,604
Financial Services
333,109
421,153
Corporate
343,976
352,555
Total assets
$
2,894,253
$
2,845,093
Corporate assets primarily include certain cash and cash equivalents, certain property and equipment, prepaid insurance, and deferred financing costs on our revolving line of credit.
3. Inventories
Inventories included the following (in thousands):
June 30,
December 31,
2021
2020
Homes under construction
$
1,156,881
$
1,040,584
Land and land development
737,727
828,242
Capitalized interest
54,161
60,838
Total inventories
$
1,948,769
$
1,929,664
4. Financial Services
Our Financial Services are principally comprised of our mortgage lending operations, Inspire Home Loans Inc. (which we refer to as “Inspire”). Inspire is a full-service mortgage lender and primarily originates mortgage loans for our homebuyers. Inspire sells
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substantially all of the loans it originates either as loans with servicing rights released, or with servicing rights retained, in the secondary mortgage market within a short period of time after origination, generally within 30 days. Inspire primarily finances these loans using its mortgage repurchase facilities. Mortgage loans in process for which interest rates were locked by borrowers, or interest rate lock commitments, totaled approximately $ 148.7 million and $ 172.3 million at June 30, 2021 and December 31, 2020, respectively, and carried a weighted average interest rate of approximately 3.2 % and 2.8 %, respectively . As of June 30, 2021 and December 31, 2020, Inspire had mortgage loans held for sale with an aggregate fair value of $ 235.7 million and $ 282.6 million, respectively, and an aggregate outstanding principal balance of $ 226.9 million and $ 269.6 million, respectively. Our net gains on the sale of mortgage loans were $ 23.9 million and $ 16.1 million for the three months ended June 30, 2021 and 2020, respectively, and were $ 46.8 million and $ 27.6 million for the six months ended June 30, 2021 and 2020, respectively, and are included in the financial services revenue on the condensed consolidated statements of operations. Interest rate risks related to these obligations are typically mitigated by the preselling of loans to investors or through our program to economically hedge interest rates.
Mortgage loans in process for which interest rates were committed to borrowers, mortgage loans held-for-sale, including the rights to service the mortgage loans, as well as the derivative instrument used to economically hedge our interest rate risk, which are typically forward commitments on mortgage backed securities, are carried at fair value and changes in fair value are reflected in financial services revenue on the condensed consolidated statements of operations. Management believes carrying loans held-for-sale and the derivative instruments used to economically hedge them at fair value improves financial reporting by more accurately reflecting the underlying transaction. Refer to Note 11 – Fair Value Disclosures for further information regarding our derivative instruments .
5. Prepaid Expenses and Other Assets
Prepaid expenses and other assets included the following (in thousands):
June 30,
December 31,
2021
2020
Prepaid insurance
$
22,060
$
18,699
Lot option and escrow deposits
52,749
39,985
Performance deposits
10,104
9,372
Deferred financing costs on revolving line of credit, net
5,727
3,206
Restricted cash (1)
5,259
4,080
Secured note receivable
2,380
2,434
Right of use assets
14,012
16,175
Other assets and prepaid expenses
8,327
8,082
Mortgage loans held for investment
10,823
8,727
Derivative assets and mortgage servicing rights
15,843
11,870
Total prepaid expenses and other assets
$
147,284
$
122,630
(1) Restricted cash consists of earnest money deposits for home sale contracts held by third parties as required by various jurisdictions, and certain pledge balances associated with our mortgage repurchase facilities.
6. Accrued Expenses and Other Liabilities
Accrued expenses and other liabilities included the following (in thousands):
June 30,
December 31,
2021
2020
Earnest money deposits
$
42,114
$
30,578
Warranty reserve
13,862
13,824
Accrued compensation costs
51,842
60,692
Land development and home construction accruals
81,381
80,088
Liability for product financing arrangements
19,808
62,084
Accrued interest
13,649
13,649
Lease liabilities - operating leases
14,551
16,801
Income taxes payable
—
3,118
Derivative liabilities
758
3,807
Other accrued liabilities
25,991
18,110
Total accrued expenses and other liabilities
$
263,956
$
302,751
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7. Warranties
Estimated future direct warranty costs are accrued and charged to cost of home sales revenues in the period when the related home sales revenues are recognized. Amounts accrued, which are included in accrued expenses and other liabilities on the condensed consolidated balance sheets, are based upon historical experience rates. We subsequently assess the adequacy of our warranty accrual on a quarterly basis through a model that incorporates historical payment trends and adjust the amounts recorded, if necessary. Based on warranty payment trends relative to our estimates at the time of home closing, we reduced our warranty reserve by $ 0.4 million and $ 0.2 million during the three months ended June 30, 2021 and 2020, respectively, and we reduced our warranty reserve by $ 2.2 million and $ 1.3 million during the six months ended June 30, 2021 and 2020, respectively. These adjustments are included in cost of home sales revenues on our condensed consolidated statements of operations. Changes in our warranty accrual for the three and six months ended June 30, 2021 and 2020 are detailed in the table below (in thousands) :
Three Months Ended June 30,
Six Months Ended June 30,
2021
2020
2021
2020
Beginning balance
$
13,480
$
9,727
$
13,824
$
9,731
Warranty expense provisions
2,382
2,274
4,680
4,051
Payments
( 1,605 )
( 612 )
( 2,444 )
( 1,301 )
Warranty adjustment
( 395 )
( 168 )
( 2,198 )
( 1,260 )
Ending balance
$
13,862
$
11,221
$
13,862
$
11,221
8. Debt
Our outstanding debt obligations included the following as of June 30, 2021 and December 31, 2020 (in thousands):
June 30,
December 31,
2021
2020
6.750 % senior notes, due May 2027 (1)
$
495,176
$
494,768
5.875 % senior notes, due July 2025 (1)
397,170
396,821
Other financing obligations
8,908
3,286
Notes payable
901,254
894,875
Revolving line of credit
—
—
Mortgage repurchase facilities
159,776
259,050
Total debt
$
1,061,030
$
1,153,925
(1) The carrying value of senior notes reflects the impact of premiums, discounts, and issuance costs that are amortized to interest expense over the respective terms of the senior notes.
Revolving Line of Credit
On June 5, 2018, we entered into an Amended and Restated Credit Agreement with Texas Capital Bank, National Association, as Administrative Agent and L/C Issuer, the lenders party thereto and certain of our subsidiaries (which we refer to as the “Amended and Restated Credit Agreement”), which provided us with a revolving line of credit of up to $ 640.0 million, and unless terminated earlier, was scheduled to mature on April 30, 2023 .
On May 21, 2021, we entered into a Second Amended and Restated Credit Agreement (the “Second A&R Credit Agreement”) with Texas Capital Bank, National Association, as Administrative Agent and L/C Issuer, and the lenders party thereto. The Second A&R Credit Agreement, which amended and restated the Amended and Restated Credit Agreement , provides us with a senior unsecured revolving line of credit (the “Credit Facility”) of up to $ 800 million, and unless terminated earlier, will mature on April 30, 2026 . The Credit Facility includes a $ 250.0 million sublimit for standby letters of credit. Under the terms of the Second A&R Credit Agreement, the Company is entitled to request an increase in the size of the Credit Facility by an amount not exceeding $ 200 million. Our obligations under the Second A&R Credit Agreement are guaranteed by certain of our subsidiaries. The Second A&R Credit Agreement contains customary affirmative and negative covenants (including limitations on our ability to grant liens, incur additional debt, pay dividends, redeem our common stock, make certain investments and engage in certain merger, consolidation or asset sale transactions), as well as customary events of default. Borrowings under the Second A&R Credit Agreement bear interest at a floating rate equal to the adjusted Eurodollar Rate plus an applicable margin between 2.05 % and 2.65 % per annum, and if made available in the Administrative Agent’s discretion, a base rate plus an applicable margin between 1.05 % and 1.65 % per annum.
As of June 30, 2021 and December 31, 2020, no amounts were outstanding under the Credit Facility, and we were in compliance with all covenants.
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Mortgage Repurchase Facilities – Financial Services
On May 4, 2018, September 14, 2018, and August 1, 2019, Inspire entered into mortgage warehouse facilities, with Comerica Bank, J.P. Morgan, and Wells Fargo, respectively. The mortgage warehouse lines of credit (which we refer to as the “repurchase facilities”), which were increased in 2020, provide Inspire with uncommitted repurchase facilities of up to $ 350 million as of June 30, 2021, secured by the mortgage loans financed thereunder. The repurchase facilities have varying short term maturity dates through June 21, 2022 and bear a weighted average interest rate of 2.38 %.
Amounts outstanding under the repurchase facilities are not guaranteed by us or any of our subsidiaries and the agreements contain various affirmative and negative covenants applicable to Inspire that are customary for arrangements of this type. As of June 30, 2021 and December 31, 2020, we had $ 159.8 million and $ 259.1 million outstanding under these repurchase facilities, respectively, and were in compliance with all covenants thereunder.
During the three months ended June 30, 2021 and 2020, we incurred interest expense on the repurchase facilities of $ 0.6 million and $ 0.5 million, respectively, which are included in financial services costs on our condensed consolidated statements of operations. During the six months ended June 30, 2021 and 2020, we incurred interest expense on the repurchase facilities of $ 1.4 million and $ 1.3 million, respectively.
9. Interest
Interest is capitalized to inventories while the related communities are being actively developed and until homes are completed. As our qualifying assets exceeded our outstanding debt during the three and six months ended June 30, 2021 and 2020, we capitalized all interest costs incurred during these periods, except for interest incurred on our mortgage repurchase facilities.
Our interest costs are as follows (in thousands):
Three Months Ended June 30,
Six Months Ended June 30,
2021
2020
2021
2020
Interest capitalized beginning of period
$
57,509
$
70,837
$
60,838
$
67,069
Interest capitalized during period
15,058
18,168
30,106
35,621
Less: capitalized interest in cost of sales
( 18,406 )
( 18,694 )
( 36,783 )
( 32,379 )
Interest capitalized end of period
$
54,161
$
70,311
$
54,161
$
70,311
10 . Income Taxes
At the end of each interim period we are required to estimate our annual effective tax rate for the fiscal year, and to use that rate to provide for income taxes for the current year-to-date reporting period. Our 2021 estimated annual effective tax rate, before discrete items, of 23.5 % is driven by our blended federal and state statutory rate of 24.7 %, and certain permanent differences between GAAP and tax, including disallowed deductions for executive compensation and estimated federal energy credits for current year home deliveries, which decreased our rate by 1.2 %.
For the six months ended June 30, 2021, our estimated annual rate of 23.5 % was impacted by discrete items which had a net impact of decreasing our rate by 1.0 %, including federal energy tax credits claimed on prior year home deliveries in excess of previous estimates and excess tax benefits for vested stock-based compensation.
For the three months ended June 30, 2021 and 2020, we recorded income tax expense of $ 34.2 million and $ 11.7 million, respectively. For the six months ended June 30, 2021 and 2020, we recorded income tax expense of $ 63.6 million and $ 19.6 million, respectively.
11. Fair Value Disclosures
Fair value measurements are used for the Company’s mortgage loans held for sale, mortgage loans held for investment, mortgage servicing rights, interest rate lock commitments and other derivative instruments on a recurring basis. We also utilize fair value measurements on a non-recurring basis for inventories, and intangible assets when events and circumstances indicate that the carrying value is not recoverable. The fair value hierarchy and its application to the Company’s assets and liabilities is as follows:
Level 1 – Quoted prices for identical instruments in active markets.
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Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are inactive; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets at the measurement date.
Mortgage loans held for sale – Fair value is based on quoted market prices for committed mortgage loans.
Derivative assets and liabilities – Derivative assets and liabilities are related to our financial services segment and f air value is based on market prices for similar instruments.
Level 3 – Valuations derived from techniques where one or more significant inputs or significant value drivers are unobservable in active markets at the measurement date.
Mortgage servicing rights - The fair value of the mortgage servicing rights is calculated using third-party valuations. The key assumptions, which are generally unobservable inputs, used in the valuation of the mortgage servicing rights include mortgage prepayment rates, discount rates and delinquency rates.
Mortgage loans held for investment – The fair value of mortgage loans held for investment is calculated based on Level 3 analysis which incorporates information including the value of underlying collateral, from markets where there is little observable trading activity.
The following outlines the Company’s assets and liabilities measured at fair value on a recurring basis at June 30, 2021 and December 31, 2020, respectively:
June 30,
December 31,
Balance Sheet Classification
Hierarchy
2021
2020
Mortgage loans held for sale
Mortgage loans held for sale
Level 2
$
235,712
$
282,639
Mortgage loans held for investment
Prepaid expenses and other assets
Level 3
$
10,823
$
8,727
Derivative assets
Prepaid expenses and other assets
Level 2
$
5,545
$
7,755
Mortgage servicing rights (1)
Prepaid expenses and other assets
Level 3
$
10,298
$
4,115
Derivative liabilities
Accrued expenses and other liabilities
Level 2
$
758
$
3,807
(1) The unobservable inputs used in the valuation of the mortgage servicing rights include mortgage prepayment rates, discount rates and delinquency rates, which were 9.0 %, 9.8 %, and 0.3 %, respectively as of June 30, 2021, and 10.4 %, 9.8 %, and 0.6 %, respectively, as of December 31, 2020. The high and low end of the range of unobservable inputs used in the valuation did not result in a significant change to the fair value measurement.
The following table represents the reconciliation of the beginning and ending balance for the Level 3 recurring fair value measurements:
Three Months Ended June 30,
Six Months Ended June 30,
Mortgage servicing rights:
2021
2020
2021
2020
Beginning of period
$
8,249
$
—
$
4,115
$
—
Originations
2,500
—
6,382
—
Disposals/settlements
( 143 )
—
( 270 )
—
Changes in fair value
( 308 )
—
71
—
End of period
$
10,298
$
—
$
10,298
$
—
Three Months Ended June 30,
Six Months Ended June 30,
Mortgage loans held-for-investment
2021
2020
2021
2020
Beginning of period
$
10,078
$
6,387
$
8,727
$
3,385
Originations
1,981
1,209
3,381
4,646
Disposals/settlements
( 1,180 )
( 754 )
( 1,180 )
( 1,173 )
Reduction in unpaid principal balance
( 56 )
( 29 )
( 105 )
( 45 )
Changes in fair value
—
—
—
—
End of period
$
10,823
$
6,813
$
10,823
$
6,813
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For the financial assets and liabilities that the Company does not reflect at fair value, the following present both their respective carrying value and fair value at June 30, 2021 and December 31, 2020, respectively.
June 30, 2021
December 31, 2020
Hierarchy
Carrying
Fair Value
Carrying
Fair Value
Cash and cash equivalents
Level 1
$
419,416
$
419,416
$
394,001
$
394,001
Secured notes receivable (1)
Level 2
$
2,380
$
2,380
$
2,434
$
2,448
5.875 % senior notes (2)(3)
Level 2
$
397,170
$
412,500
$
396,821
$
417,500
6.750 % senior notes (2)(3)
Level 2
$
495,176
$
530,000
$
494,768
$
533,750
Revolving line of credit (4)
Level 2
$
—
$
—
$
—
$
—
Other financing obligations (4)(5)
Level 3
$
8,908
$
8,908
$
3,286
$
3,286
Mortgage repurchase facilities (4)
Level 2
$
159,776
$
159,776
$
259,050
$
259,050
(1) During the second quarter of 2021, the maturity of the secured note receivable was extended by two months to July of 2021, and the secured note receivable was paid in full in July 2021. Carrying amount approximates fair value due to short-term nature.
(2) Estimated fair value of the senior notes is based on recent trading activity in inactive markets.
(3) Carrying amounts include any associated unamortized deferred financing costs, premiums and discounts. As of June 30, 2021, these amounts totaled $ 4.8 million and $ 2.8 million for the 6.750 % senior notes and 5.875 % senior notes, respectively. As of December 31, 2020, these amounts totaled $ 5.2 million and $ 3.2 million for the 6.750 % senior notes and 5.875 % senior notes, respectively.
(4) Carrying amount approximates fair value due to short-term nature and interest rate terms.
(5) Insurance premium notes included in other financing obligations bore interest rates ranging from 3.200 % 3.240 % during the periods ended June 30, 2021 and December 31, 2020.
Non-financial assets and liabilities include items such as inventory and property and equipment that are measured at fair value when acquired and as a result of impairments, if deemed necessary. Nominal impairment charges were recorded in the three and six months ended June 30, 2021. During the three and six months ended June 30, 2020, we recognized impairment charges of $ 0.9 million and $ 1.7 million, respectively. The estimated fair value of the communities were determined through a discounted cash flow approach utilizing Level 3 inputs. Changes in our cash flow projections in future periods related to these communities may change our conclusions on the recoverability of inventory in the future.
12. Stock-Based Compensation
During the six months ended June 30, 2021, we granted restricted stock units (which we refer to as “RSUs”) covering 0.2 million shares of common stock, respectively, with a grant date fair value of $ 53.43 , that primarily vest over a three year period. During the six months ended June 30, 2021, we also granted performance share units (which we refer to as “PSUs”) covering up to 0.2 million shares of common stock, assuming maximum level of performance, with a grant date fair value of $ 58.28 per share.
Granted PSUs are subject to both service and performance vesting conditions. The quantity of shares that will ultimately vest for the PSUs ranges from 0 % to 250 % of a targeted number of shares for each participant and will be determined based on an achievement of a three year pre-tax income performance goal. Approximately 0.8 million shares will vest if the defined maximum performance targets are met, and no shares will vest if the defined minimum performance targets are not met.
A summary of our outstanding RSUs and PSUs, assuming current estimated level of performance achievement, are as follows (in thousands, except years):
As of June 30, 2021
Unvested units
1,123
Unrecognized compensation cost
$
24,071
Weighted-average period to recognize compensation cost
2.0 years
During the three months ended June 30, 2021 and 2020, we recognized stock-based compensation expense of $ 4.2 million and $ 6.9 million, respectively. During the six months ended June 30, 2021 and 2020, we recognized stock-based compensation expense of $ 7.2 million and $ 8.6 million, respectively. Stock-based compensation expense is included in selling, general, and administrative expense on our condensed consolidated statements of operations.
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During the three months ended June 30, 2020, we updated our recognition of stock-based compensation expense associated with previously granted PSU awards to reflect probable financial results as they relate to the performance goals of the awards. Accordingly, our estimate of the number of shares which will ultimately vest under our PSU awards increased by 0.2 million, and we recorded a cumulative catch-up adjustment to increase stock-based compensation expense of $ 2.9 million ($ 2.2 million net of tax), or $ 0.07 per share (basic and diluted) for the three months ended June 30, 2020.
13. Stockholders’ Equity
Our authorized capital stock consists of 100.0 million shares of common stock, par value $ 0.01 per share, and 50.0 million shares of preferred stock, par value $ 0.01 per share. As of June 30, 2021, and December 31, 2020 there were 33.8 million and 33.4 million shares of common stock issued and outstanding, respectively, and no shares of preferred stock outstanding.
On May 10, 2017, our stockholders approved the adoption of the Century Communities, Inc. 2017 Omnibus Incentive Plan (which we refer to as our “2017 Incentive Plan”), which replaced our First Amended & Restated 2013 Long-Term Incentive Plan. We had reserved a total of 1.8 million shares of our common stock for issuance under our First Amended & Restated 2013 Long-Term Incentive Plan, of which approximately 0.6 million shares rolled over into the 2017 Incentive Plan when it became effective. On May 8, 2019, our stockholders approved the Century Communities, Inc. Amended and Restated 2017 Omnibus Incentive Plan (which we refer to as our “Amended 2017 Incentive Plan”), which increased the number of shares of our common stock authorized for issuance under the 2017 Incentive Plan by an additional 1.631 million shares. We issued 0.7 million and 0.5 million shares of common stock related to the vesting of RSUs during the six months ended June 30, 2021 and 2020, respectively. As of June 30, 2021, approximately 0.7 million shares of common stock remained available for issuance under the Amended 2017 Incentive Plan.
On November 27, 2019, we entered into a Distribution Agreement with J.P. Morgan Securities LLC, BofA Securities, Inc., Citigroup Global Markets Inc., and Fifth Third Securities, Inc. (which we refer to as the “Distribution Agreement”), as sales agents pursuant to which we may offer and sell shares of our common stock having an aggregate offering price of up to $ 100.0 million from time to time through any of the sales agents party thereto in “at-the-market” offerings, in accordance with the terms and conditions set forth in the Distribution Agreement. This Distribution Agreement, which superseded and replaced a prior similar distribution agreement, had all $ 100.0 million available for sale as of June 30, 2021. We did no t sell or issue any shares of our common stock during the three and six months ended June 30, 2021 and 2020, respectively. The Distribution Agreement will remain in full force and effect until terminated by either party pursuant to the terms of the agreement or such date that the maximum offering amount has been sold in accordance with the terms of the agreement . Sales cannot be made under the Distribution Agreement unless and until we file a prospectus supplement to our recently filed shelf registration statement that was filed on July 1, 2021, which prospectus supplement we intend to file in the near future.
On November 6, 2018, we authorized a stock repurchase program, under which we may repurchase up to 4,500,000 shares of our outstanding common stock. During the three and six months ended June 30, 2021 and 2020, we did not repurchase any shares of common stock. The maximum number of shares available to be purchased under the stock repurchase program as of June 30, 2021 was 3,812,939 shares.
On May 19, 2021, our Board of Directors announced the approval of the initiation of a quarterly cash dividend. Additionally, on May 19, 2021 , our Board of Directors declared our first quarterly cash dividend of $ 0.15 per share and totaling $ 5.1 million, which was paid on June 16, 2021 to stockholders of record of our common stock as of June 2, 2021 .
14. Earnings Per Share
We use the treasury stock method to calculate earnings per share as our currently issued non-vested RSUs and PSUs do not have participating rights.
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The following table sets forth the computation of basic and diluted EPS for the three and six months ended June 30, 2021 and 2020 (in thousands, except share and per share information):
Three Months Ended June 30,
Six Months Ended June 30,
2021
2020
2021
2020
Numerator
Net income
$
117,910
$
38,450
$
219,562
$
64,576
Denominator
Weighted average common shares outstanding - basic
33,738,586
33,340,184
33,651,727
33,274,056
Dilutive effect of restricted stock units
218,052
121,510
269,212
195,013
Weighted average common shares outstanding - diluted
33,956,638
33,461,694
33,920,939
33,469,069
Earnings per share:
Basic
$
3.49
$
1.15
$
6.52
$
1.94
Diluted
$
3.47
$
1.15
$
6.47
$
1.93
Stock-based awards are excluded from the calculation of diluted EPS in the event they are subject to unsatisfied performance conditions or are antidilutive. We excluded 0.8 million common stock unit equivalents from diluted earnings per share during each of the three and six months ended June 30, 2021 and 2020 related to the PSUs for which performance conditions remained unsatisfied.
15. Commitments and Contingencies
Letters of Credit and Performance Bonds
In the normal course of business, we post letters of credit and performance and other bonds primarily related to our land development performance obligations with local municipalities. As of June 30, 2021, and December 31, 2020, we had $ 464.6 million and $ 402.7 million, respectively, in letters of credit and performance and other bonds issued and outstanding.
Legal Proceedings
We are subject to claims and lawsuits that arise primarily in the ordinary course of business, which consist primarily of construction claims. It is the opinion of our management that if the claims have merit, parties other than the Company would be, at least in part, liable for the claims, and the eventual outcome of these claims will not have a material adverse effect upon our consolidated financial condition, results of operations, or cash flows. When we believe that a loss is probable and estimable, we record a charge to selling, general, and administrative expense on our condensed consolidated statements of operations for our estimated loss.
Under various insurance policies, we have the ability to recoup costs in excess of applicable self-insured retentions. Estimates of such amounts are recorded in other assets on our condensed consolidated balance sheet when recovery is probable.
We do not believe that the ultimate resolution of any claims and lawsuits will have a material adverse effect upon our consolidated financial position, results of operations, or cash flows.
Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.