Item 8. Financial Statements and Supplementary Data
Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
KB HOME
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Page
Number
Consolidated Statements of Operations for the Years Ended November 30, 2024, 2023 and 2022
57
Consolidated Statements of Comprehensive Income for the Years Ended November 30, 2024, 2023 and 2022
58
Consolidated Balance Sheets as of November 30, 2024 and 2023
59
Consolidated Statements of Stockholders’ Equity for the Years Ended November 30, 2024, 2023 and 2022
60
Consolidated Statements of Cash Flows for the Years Ended November 30, 2024, 2023 and 2022
61
Notes to Consolidated Financial Statements
62
Report of Independent Registered Public Accounting Firm ( Ernst & Young LLP , Los Angeles, CA , PCAOB ID: 42 )
93
Separate combined financial statements of our unconsolidated joint venture activities have been omitted because, if
considered in the aggregate, they would not constitute a significant subsidiary as defined by Rule 3-09 of Regulation S-X.
57
KB HOME
CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands, Except Per Share Amounts)
Years Ended November 30,
2024
2023
2022
Total revenues
$ 6,930,086
$ 6,410,629
$ 6,903,776
Homebuilding:
Revenues
$ 6,902,239
$ 6,381,106
$ 6,880,362
Construction and land costs
( 5,451,483 )
( 5,030,275 )
( 5,213,343 )
Selling, general and administrative expenses
( 686,848 )
( 632,094 )
( 629,645 )
Operating income
763,908
718,737
1,037,374
Interest income and other
32,101
13,759
704
Equity in income (loss) of unconsolidated joint ventures
6,019
( 713 )
( 865 )
Loss on early extinguishment of debt
—
—
( 3,598 )
Homebuilding pretax income
802,028
731,783
1,033,615
Financial services:
Revenues
27,847
29,523
23,414
Expenses
( 6,133 )
( 5,726 )
( 5,762 )
Equity in income of unconsolidated joint ventures
27,176
15,697
20,799
Financial services pretax income
48,890
39,494
38,451
Total pretax income
850,918
771,277
1,072,066
Income tax expense
( 195,900 )
( 181,100 )
( 255,400 )
Net income
$ 655,018
$ 590,177
$ 816,666
Earnings per share:
Basic
$ 8.70
$ 7.25
$ 9.35
Diluted
$ 8.45
$ 7.03
$ 9.09
Weighted average shares outstanding:
Basic
74,753
80,842
86,861
Diluted
76,955
83,380
89,348
See accompanying notes.
58
KB HOME
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In Thousands)
Years Ended November 30,
2024
2023
2022
Net income
$ 655,018
$ 590,177
$ 816,666
Other comprehensive income:
Postretirement benefit plan adjustments:
Net actuarial gain arising during the period
416
2,720
17,463
Amortization of net actuarial (gain) loss
( 461 )
( 112 )
1,090
Other comprehensive income (loss) before tax
( 45 )
2,608
18,553
Income tax expense related to items of other comprehensive income
(loss)
12
( 704 )
( 5,009 )
Other comprehensive income (loss), net of tax
( 33 )
1,904
13,544
Comprehensive income
$ 654,985
$ 592,081
$ 830,210
See accompanying notes.
59
KB HOME
CONSOLIDATED BALANCE SHEETS
(In Thousands, Except Shares)
November 30,
2024
2023
Assets
Homebuilding:
Cash and cash equivalents
$ 597,973
$ 727,076
Receivables
377,533
366,862
Inventories
5,528,020
5,133,646
Investments in unconsolidated joint ventures
67,020
59,128
Property and equipment, net
90,359
88,309
Deferred tax assets, net
102,421
119,475
Other assets
105,920
96,987
6,869,246
6,591,483
Financial services
66,923
56,879
Total assets
$ 6,936,169
$ 6,648,362
Liabilities and stockholders’ equity
Homebuilding:
Accounts payable
$ 384,894
$ 388,452
Accrued expenses and other liabilities
796,261
758,227
Notes payable
1,691,679
1,689,898
2,872,834
2,836,577
Financial services
2,719
1,645
Stockholders’ equity:
Preferred stock — $ 1.00 par value; 10,000,000 shares authorized; none issued
—
—
Common stock — $ 1.00 par value; 290,000,000 shares authorized at November 30, 2024
and 2023; 74,409,977 and 101,275,979 shares issued at November 30, 2024 and 2023,
respectively
74,410
101,276
Paid-in capital
862,049
845,693
Retained earnings
3,269,423
3,676,924
Accumulated other comprehensive loss
( 3,704 )
( 3,671 )
Grantor stock ownership trust, at cost: 6,705,247 shares at November 30, 2023
—
( 72,718 )
Treasury stock, at cost: 2,253,156 and 18,703,704 shares at November 30, 2024 and
2023, respectively
( 141,562 )
( 737,364 )
Total stockholders’ equity
4,060,616
3,810,140
Total liabilities and stockholders’ equity
$ 6,936,169
$ 6,648,362
See accompanying notes.
60
KB HOME
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In Thousands)
Years Ended November 30, 2024, 2023 and 2022
Number of Shares
Common
Stock
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Grantor
Stock
Ownership
Trust
Treasury
Stock
Total
Stockholders’
Equity
Common
Stock
Grantor
Stock
Ownership
Trust
Treasury
Stock
Balance at November 30, 2021
100,711
( 6,705 )
( 5,785 )
$ 100,711
$ 848,620
$ 2,379,364
$ ( 19,119 )
$ ( 72,718 )
$ ( 217,383 )
$ 3,019,475
Net income
—
—
—
—
—
816,666
—
—
—
816,666
Other comprehensive income,
net of tax
—
—
—
—
—
—
13,544
—
—
13,544
Dividends on common stock
—
—
—
—
—
( 52,452 )
—
—
—
( 52,452 )
Stock awards
—
—
1,088
—
( 41,824 )
—
—
—
41,824
—
Stock-based compensation
—
—
—
—
29,464
—
—
—
—
29,464
Stock repurchases
—
—
( 4,928 )
—
—
—
—
—
( 150,000 )
( 150,000 )
Tax payments associated with
stock-based compensation
awards
—
—
( 391 )
—
—
—
—
—
( 15,902 )
( 15,902 )
Balance at November 30, 2022
100,711
( 6,705 )
( 10,016 )
100,711
836,260
3,143,578
( 5,575 )
( 72,718 )
( 341,461 )
3,660,795
Net income
—
—
—
—
—
590,177
—
—
—
590,177
Other comprehensive income,
net of tax
—
—
—
—
—
—
1,904
—
—
1,904
Dividends on common stock
—
—
—
—
—
( 56,831 )
—
—
—
( 56,831 )
Employee stock options/other
565
—
—
565
8,292
—
—
—
—
8,857
Stock awards
—
—
927
—
( 33,471 )
—
—
—
33,471
—
Stock-based compensation
—
—
—
—
34,612
—
—
—
—
34,612
Stock repurchases, including
excise tax
—
—
( 9,244 )
—
—
—
—
—
( 415,136 )
( 415,136 )
Tax payments associated with
stock-based compensation
awards
—
—
( 371 )
—
—
—
—
—
( 14,238 )
( 14,238 )
Balance at November 30, 2023
101,276
( 6,705 )
( 18,704 )
101,276
845,693
3,676,924
( 3,671 )
( 72,718 )
( 737,364 )
3,810,140
Net income
—
—
—
—
—
655,018
—
—
—
655,018
Other comprehensive loss, net
of tax
—
—
—
—
—
—
( 33 )
—
—
( 33 )
Dividends on common stock
—
—
—
—
—
( 71,554 )
—
—
—
( 71,554 )
Employee stock options/other
691
—
—
691
9,742
—
—
—
—
10,433
Stock awards
—
—
682
—
( 27,856 )
—
—
—
27,856
—
Stock-based compensation
—
—
—
—
34,470
—
—
—
—
34,470
Stock repurchases, including
excise tax
—
—
( 4,725 )
—
—
—
—
—
( 352,842 )
( 352,842 )
Tax payments associated with
stock-based compensation
awards
—
—
( 358 )
—
—
—
—
—
( 25,016 )
( 25,016 )
Termination of grantor stock
ownership trust
—
6,705
( 6,705 )
—
—
—
—
72,718
( 72,718 )
—
Retirement of treasury stock
( 27,557 )
—
27,557
( 27,557 )
—
( 990,965 )
—
—
1,018,522
—
Balance at November 30, 2024
74,410
—
( 2,253 )
$ 74,410
$ 862,049
$ 3,269,423
$ ( 3,704 )
$ —
$ ( 141,562 )
$ 4,060,616
See accompanying notes.
61
KB HOME
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In Thousands)
Years Ended November 30,
2024
2023
2022
Cash flows from operating activities:
Net income
$ 655,018
$ 590,177
$ 816,666
Adjustments to reconcile net income to net cash provided by operating
activities:
Equity in income of unconsolidated joint ventures
( 33,195 )
( 14,984 )
( 19,934 )
Distributions of earnings from unconsolidated joint ventures
26,775
23,171
11,038
Amortization of debt issuance costs and premiums
3,483
3,381
2,322
Depreciation and amortization
37,272
36,413
32,319
Deferred income taxes
17,054
41,393
16,510
Gain on sale of investment
( 12,516 )
—
—
Loss on early extinguishment of debt
—
—
3,598
Stock-based compensation
34,470
34,612
29,464
Inventory impairments and land option contract abandonments
4,597
11,424
37,301
Changes in assets and liabilities:
Receivables
16,586
( 12,919 )
( 19,885 )
Inventories
( 385,795 )
426,812
( 785,557 )
Accounts payable, accrued expenses and other liabilities
( 7,241 )
( 62,200 )
53,097
Other, net
6,214
5,419
6,479
Net cash provided by operating activities
362,722
1,082,699
183,418
Cash flows from investing activities:
Contributions to unconsolidated joint ventures
( 14,509 )
( 27,694 )
( 28,439 )
Return of investments in unconsolidated joint ventures
1,992
5,100
1,900
Proceeds from sale of investment
1,709
—
—
Purchases of property and equipment, net
( 39,311 )
( 35,468 )
( 45,234 )
Net cash used in investing activities
( 50,119 )
( 58,062 )
( 71,773 )
Cash flows from financing activities:
Proceeds from issuance of debt
—
—
350,000
Repayment of senior notes
—
—
( 703,598 )
Payment of issuance costs
—
—
( 11,064 )
Borrowings under revolving credit facility
—
170,000
1,685,000
Repayments under revolving credit facility
—
( 320,000 )
( 1,535,000 )
Borrowings under senior unsecured term loan
—
—
360,000
Payments on mortgages and land contracts due to land sellers and
other loans
( 917 )
( 3,843 )
( 567 )
Issuance of common stock under employee stock plans
10,433
8,857
—
Stock repurchases and excise taxes paid
( 353,698 )
( 411,438 )
( 150,000 )
Tax payments associated with stock-based compensation awards
( 25,016 )
( 14,238 )
( 15,902 )
Payments of cash dividends
( 71,554 )
( 56,831 )
( 52,452 )
Net cash used in financing activities
( 440,752 )
( 627,493 )
( 73,583 )
Net increase (decrease) in cash and cash equivalents
( 128,149 )
397,144
38,062
Cash and cash equivalents at beginning of year
727,342
330,198
292,136
Cash and cash equivalents at end of year
$ 599,193
$ 727,342
$ 330,198
See accompanying notes.
62
KB HOME
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Note 1 . Summary of Significant Accounting Policies
Operations. KB Home is a builder of attached and detached sing le-family residential homes, townhomes and
condominiums. As of November 30, 2024 , we conducted ongoing operations in Arizona, California, Colorado, Florida, Idaho,
Nevada, North Carolina, Texas and Washington. We also offer property and casualty insurance and, in certain instances,
earthquake, flood and personal property insurance to our homebuyers in the same markets as our homebuilding reporting
segments, and provide title services in the majority of our markets located within our Southwest, Central and Southeast
homebuilding reporting segments. W e offer mortgage banking services, including mortgage loan originations, to our
homebuyers indirectly through KBHS , which is an unconsolidated joint venture between us and a third party.
Basis of Presentation. Our consolidated financial statements have been prepared in accordance with GAAP and include
our accounts and those of the consolidated subsidiaries in which we have a controlling financial interest. All intercompany
balances and transactions have been eliminated in consolidation. Investments in unconsolidated joint ventures in which we
have less than a controlling financial interest are accounted for using the equity method.
Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make
estimates and judgments that affect the amounts reported in the consolidated financial statements and accompanying notes.
Actual results could differ from those estimates.
Cash and Cash Equivalents. We consider all highly liquid short-term investments purchased with an original maturity of
three months or less to be cash equivalents. Our cash equivalents totaled $ 385.1 million at November 30, 2024 and $ 508.2
million at November 30, 2023 . At November 30, 2024 and 2023 , our cash equivalents were mainly invested in interest-bearing
bank deposit accounts and money market funds .
Receivables. We record receivables net of an allowance for doubtful accounts. This allowance for potential losses is
established or maintained for expected uncollectible receivables. The allowance is estimated based on our evaluation of the
receivables, taking into account historical collection experience, general economic conditions, specific credit risk of the
counterparties and other relevant information.
Property and Eq uipment and Depreciation. Property and equipment are recorded at cost and are depreciated using the
straight-line method over their estimated useful lives as follows: computer software and equipment – two to 15 years ; model
furnishings and sales office improvements – two to three years ; office furniture and equipment – three to 10 years ; and
leasehold improvements – life of the lease. Repair and maintenance costs are expensed as incurred. Depreciation expense
totaled $ 37.3 million in 2024 , $ 36.4 million in 2023 and $ 32.3 million in 2022 .
Investments in Equity Securities. We have elected to measure our investments in equity securities without readily
determinable fair values at cost less impairment, if any, including adjustments for observable price changes in orderly
transactions for an identical or similar investment of the same issuer. These investments, which totaled $ 15.2 million at
November 30, 2024 and zero as of November 30, 2023 , are included in other assets in our consolidated balance sheets.
Homebuilding Operations. We recognize homebuilding revenue by applying the following steps in determining the timing
and amount of revenue to recognize: (1) identify the contract(s) with a customer; (2) identify the performance obligations in the
contract; (3) determine the transaction price; (4) allocate the transaction price to the performance obligations in the contract, if
applicable; and (5) recognize revenue when (or as) we satisfy a performance obligation.
Our home sale transactions are made pursuant to contracts under which we typically have a single performance obligation
to deliver a completed home to the homebuyer when closing conditions are met. Revenues from home sales are recognized
when we have satisfied the performance obligation within the sales contract, which is generally when title to and possession of
the home and the risks and rewards of ownership are transferred to the homebuyer on the closing date. Under our home sales
contracts, we typically receive an initial cash deposit from the homebuyer at the time the sales contract is executed and receive
the remaining consideration to which we are entitled, through a third-party escrow agent, at closing. Customer deposits related
to sold but undelivered homes are included in accrued expenses and other liabilities.
Concurrent with the recognition of revenues in our consolidated statements of operations, sales incentives in the form of
price concessions on the selling price of a home or mortgage-related concessions are recorded as a reduction of revenues.
When we provide sales incentives in the form of free products or services to homebuyers, the costs of the free products or
services are reflected as construction and land costs because such incentives are identified in our home sales contracts with
homebuyers as an intrinsic part of our single performance obligation to deliver and transfer title to their home for the
63
transaction price stated in the contracts. Sales incentives that we may provide in the form of closing cost allowances are
immaterial to the related revenues. Cash proceeds from home sale closings held by third-party escrow agents for our benefit,
typically for less than five days, are considered deposits in-transit and classified as cash.
We may periodically elect to sell parcels of land to third parties if such assets no longer fit into our strategic operating plans
or are zoned for non-residential development. Land sale transactions are made pursuant to contracts under which we typically
have a performance obligation(s) to deliver specified land parcels to the buyer when closing conditions are met. We evaluate
each land sales contract to determine our performance obligation(s) under the contract, including whether we have a distinct
promise to perform post-closing land development work that is material within the context of the contract, and use objective
criteria to determine our completion of the applicable performance obligation(s), whether at a point in time or over time.
Revenues from land sales are recognized when we have satisfied the performance obligation(s) within the sales contract, which
is generally when title to and possession of the land and the risks and rewards of ownership are transferred to the land buyer on
the closing date. Under our land sales contracts, we typically receive an initial cash deposit from the buyer at the time the
contract is executed and receive the remaining consideration to which we are entitled, through a third-party escrow agent, at
closing. In the limited circumstances where we provide financing to the land buyer, we determine that collectability of the
receivable is reasonably assured before we recognize revenue.
In instances where we have a distinct and material performance obligation(s) within the context of a land sales contract to
perform land development work after the closing date, a portion of the transaction price under the contract is allocated to such
performance obligation(s) and is recognized as revenue over time based upon our estimated progress toward the satisfaction of
the performance obligation(s). We generally measure our progress based on our costs incurred relative to the total costs
expected to satisfy the performance obligation(s). While the payment terms for such a performance obligation(s) vary, we
generally receive the final payment when we have completed our land development work to the specifications detailed in the
applicable land sales contract and it has been accepted by the land buyer.
Homebuilding revenues include forfeited deposits, which occur when home sales or land sales contracts, if any, that
involve a nonrefundable deposit are cancelled. Revenues from forfeited deposits are immaterial.
Within our homebuilding operations, substantially all of our contracts with customers and the related performance
obligations have an original expected duration of one year or less.
Construction and land costs are comprised of direct and allocated costs, including estimated future costs for the limited
warranty we provide on our homes, and certain amenities within a community. Land acquisition, land development and other
common costs are generally allocated on a relative fair value basis to the homes or lots within the applicable community or land
parcel. Land acquisition and land development costs include related interest and real estate taxes.
Disaggregation of Revenues. Our homebuilding operations accounted for 99.6 % , 99.5 % and 99.7 % of our total revenues
for the years ended November 30, 2024 , 2023 and 2022 , respectively, with most of those revenues generated from home sales
contracts with customers. Due to the nature of our revenue-generating activities, we believe the disaggregation of revenues as
reported in our consolidated statements of operations, and as disclosed by homebuilding reporting segment in Note 2 – Segment
Information and for our financial services reporting segment in Note 3 – Financial Services , fairly depicts how the nature,
amount, timing and uncertainty of cash flows are affected by economic factors.
Inventories . H ousing and land inventories are stated at cost, unless the carrying value is determined not to be recoverable,
in which case the affected inventories are written down to fair value or fair value less associated costs to sell. Real estate assets,
such as our housing and land inventories, are tested for recoverability whenever events or changes in circumstances indicate
that their carrying value may not be recoverable. Recoverability is measured by comparing the carrying value of an asset to the
undiscounted future net cash flows expected to be generated by the asset. These impairment evaluations are significantly
impacted by estimates for the amounts and timing of future revenues, costs and expenses, and other factors. If the carrying
value of a real estate asset is determined not to be recoverable, the impairment charge to be recognized is measured by the
amount by which the carrying value of the affected asset exceeds its estimated fair value. For land held for sale, if the fair value
less associated costs to sell exceeds the asset’s carrying value, no impairment charge is recognized.
Capitalized Interest. Interest is capitalized to inventories while the related communities or land parcels are being actively
developed and until homes are completed or the land is available for immediate sale. Capitalized interest is amortized to
construction and land costs as the related inventories are delivered to homebuyers or land buyers (as applicable). In the case of
land held for future development and land held for sale, applicable interest is expensed as incurred.
F air Value Measurements. Fair value measurements are used for inventories on a nonrecurring basis when events and
circumstances indicate that their carrying value is not recoverable. For these real estate assets, fair value is determined based on
the estimated future net cash flows discounted for inherent risk associated with each such asset, or other valuation techniques.
64
Our financial instruments consist of cash and cash equivalents, corporate-owned life insurance, outstanding borrowings
under the Credit Facility , if any, and the Term Loan , senior notes, and mortgages and land contracts due to land sellers and
other loans. Fair value measurements of financial instruments are determined by various market data and other valuation
techniques as appropriate. When available, we use quoted market prices in active markets to determine fair value.
Financial Servi ces Operations. Our financial services reporting segment, which includes the operations of KB HOME
Mortgage Company, generates revenues primarily from insurance commissions and title services. Revenues from title services
are recognized when policies are issued, which generally occurs at the time each applicable home sale is closed. We receive
commissions from various third-party insurance carriers for arranging for the carriers to provide homeowner and other
insurance policies for our homebuyers that elect to obtain such coverage. In addition, each time a homebuyer renews their
insurance policy with the insurance carrier, we receive a renewal commission. Revenues from insurance commissions are
recognized when the insurance carrier issues an initial insurance policy to our homebuyer, which generally occurs at the time
each applicable home sale is closed. As our performance obligations for policy renewal commissions are satisfied upon
issuance of the initial insurance policy, insurance commissions for renewals are considered variable consideration.
Accordingly, we estimate the probable future renewal commissions when an initial policy is issued and record a corresponding
contract asset and insurance commission revenues. We estimate the amount of variable consideration based on historical
renewal trends and constrain the estimate such that it is probable that a significant reversal of cumulative recognized revenue
will not occur. We also consider the likelihood and magnitude of a potential future reversal of revenue and update our
assessment at the end of each reporting period. The contract assets for estimated future renewal commissions are included in
other assets within our financial services reporting segment.
Warranty Costs. We provide a limited warranty on all of our homes. We estimate the costs that may be incurred under
each limited warranty and record a liability in the amount of such costs at the time the revenue associated with the sale of each
home is recognized. Our primary assumption in estimating the amounts we accrue for warranty costs is that historical claims
experience is a strong indicator of future claims experience. Factors that affect our warranty liability include the number of
homes delivered, historical and anticipated rates of warranty claims, and cost per claim. We periodically assess the adequacy of
our accrued warranty liability and adjust the amount as necessary based on our assessment. Our warranty liability is presented
on a gross basis for all years without consideration of recoveries and amounts we have paid on behalf of and expect to recover
from other parties, if any. Estimates of recoveries and amounts we have paid on behalf of and expect to recover from other
parties, if any, are recorded as receivables when such recoveries are considered probable.
Self- Insurance. We self-insure a portion of our overall risk through the use of a captive insurance subsidiary. We record
liabilities based on the estimated costs required to cover reported claims, claims incurred but not yet reported, and claim
adjustment expenses. These estimated costs are based on an actuarial analysis of our historical claims and expense data, as well
as industry data. Our self-insurance liability is presented on a gross basis for all years without consideration of
insurance recoveries and amounts we have paid on behalf of and expect to recover from other parties, if any . Estimates of
insurance recoveries and amounts we have paid on behalf of and expect to recover from other parties, if any, are recorded as
receivables when such recoveries are considered probable.
Community Sales Office and Other Marketing- and Model Home-Related Costs. Community sales office and other
marketing- and model home-related costs are either recorded as inventories, capitalized as property and equipment, or expensed
to selling, general and administrative expenses as incurred. Costs related to the construction of a model home, inclusive of
design choices and options that will be sold as part of the home, are recorded as inventories and recognized as construction and
land costs when the model home is delivered to a homebuyer. Costs to furnish and ready a model home or on-site community
sales facility that will not be sold as part of the model home, such as costs for model furnishings, community sales office and
model complex grounds, sales office construction and sales office furniture and equipment, are capitalized as property and
equipment under “model furnishings and sales office improvements.” Model furnishings and sales office improvements are
depreciated to selling, general and administrative expenses over their estimated useful lives. Other costs related to the
marketing of a community, removing the on-site community sales facility and readying a completed (model) home for sale are
expensed to selling, general and administrative expenses as incurred.
Advertising Costs. We expense advertising costs as incurred. We incurred advertising costs of $ 39.9 million in 2024 ,
$ 34.2 million in 2023 and $ 37.1 million in 2022 .
Legal Fees. Legal fees associated with litigation and similar proceedings that are not expected to provide a benefit in
future periods are generally expensed as incurred. Legal fees associated with land acquisition and development and other
activities that are expected to provide a benefit in future periods are capitalized to inventories in our consolidated balance sheets
as incurred. We expensed legal fees of $ 8.7 million in 2024 , $ 10.4 million in 2023 and $ 10.6 million in 2022 .
65
Stock-Based Compensation. We measure and recognize compensation expense associated with our grant of equity-based
awards at an amount equal to the fair value of share-based payments granted under compensation arrangements over the vesting
period. We estimate the fair value of stock options granted using the Black-Scholes option-pricing model with assumptions
based primarily on historical data. We estimate the fair value of other equity-based awards using the closing price of our
common stock on the grant date. For PSU s, we recognize compensation expense ratably over the vesting period when it is
probable that stated performance targets will be achieved and record cumulative adjustments in the period in which estimates
change. We account for forfeitures of equity-based awards as they occur.
Income Taxes. The provision for, or benefit from, income taxes is calculated using the asset and liability method, under
which deferred tax assets and liabilities are recorded based on the difference between the financial statement and tax basis of
assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Deferred tax
assets are evaluated on a quarterly basis to determine if adjustments to the valuation allowance are required. This evaluation is
based on the consideration of all available positive and negative evidence using a “more likely than not” standard with respect
to whether deferred tax assets will be realized. The ultimate realization of our deferred tax assets depends primarily on our
ability to generate future taxable income during the periods in which the related deferred tax assets become deductible. The
value of deferred tax assets in our consolidated balance sheets depends on applicable income tax rates.
Accumulated Other Comprehensive Loss. The accumulated balances of other comprehensive loss in the consolidated
balance sheets as of November 30, 2024 and 2023 were comprised solely of adjustments recorded directly to accumulated other
comprehensive loss related to our benefit plan obligations. Such adjustments are made annually as of November 30, when our
benefit plan obligations are remeasured.
Earnings Per Share. We compute earnings per share using the two-class method, which is an allocation of earnings
between the holders of common stock and a company’s participating security holders. Our outstanding nonvested shares of
restricted stock contain non-forfeitable rights to dividends and, therefore, are considered participating securities for purposes of
computing earnings per share pursuant to the two-class method. We had no other participating securities at November 30,
2024 , 2023 or 2022 .
Recent Accounting Pronouncements Not Yet Adopted. In November 2023, the FASB issued Accounting Standards Update
No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which is
intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant
segment expenses. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within
fiscal years beginning after December 15, 2024. Early adoption is permitted. The guidance is to be applied retrospectively to
all prior periods presented in the financial statements. Upon transition, the segment expense categories and amounts disclosed
in the prior periods should be based on the significant segment expense categories identified and disclosed in the period of
adoption. We are currently evaluating the potential impact of adopting this new guidance on our consolidated financial
statements and related disclosures.
In December 2023, the FASB issued Accounting Standards Update No. 2023-09, “Income Taxes (Topic 740):
Improvements to Income Tax Disclosures” (“ASU 2023-09”), which modifies the rules on income tax disclosures to require
entities to disclose (1) specific categories in the rate reconciliation, (2) the income or loss from continuing operations before
income tax expense or benefit (separated between domestic and foreign) and (3) income tax expense or benefit from continuing
operations (separated by federal, state and foreign). ASU 2023-09 also requires entities to disclose their income tax payments
to international, federal, state and local jurisdictions, among other changes. The guidance is effective for annual periods
beginning after December 15, 2024. Early adoption is permitted for annual financial statements that have not yet been issued or
made available for issuance. ASU 2023-09 should be applied on a prospective basis, but retrospective application is permitted.
We are currently evaluating the potential impact of adopting this new guidance on our consolidated financial statements and
related disclosures.
In November 2024 , the FASB issued Accounting Standards Update No. 2024-03, “Income Statement — Reporting
Comprehensive Income — Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement
Expenses” (“ASU 2024-03”), which requires disclosure of certain costs and expenses on an interim and annual basis in the
notes to the consolidated financial statements. The guidance is effective for annual reporting periods beginning after December
15, 2026 and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted.
The guidance is to be applied either (1) prospectively to financial statements issued for reporting periods after the effective date
or (2) retrospectively to any or all prior periods presented in the financial statements. We are currently evaluating the potential
impact of adopting this new guidance on our consolidated financial statements and related disclosures.
Reclassifications. Certain amounts in our consolidated financial statements of prior years have been reclassified to
conform to the current period presentation.
66
Note 2 . Segment Information
An operating segment is defined as a component of an enterprise for which separate financial information is available and
for which segment results are evaluated regularly by the chief operating decision maker in deciding how to allocate resources
and in assessing performance. We have identified each of our homebuilding divisions as an operating segment. Our
homebuilding operating segments have been aggregated into four homebuilding reporting segments based primarily on
similarities in economic and geographic characteristics, product types, regulatory environments, methods used to sell and
construct homes and land acquisition characteristics. We also have one financial services reporting segment. Management
evaluates segment performance primarily based on segment pretax results.
As of November 30, 2024 , our homebuilding reporting segments conducted ongoing operations in the following states:
West Coast:
California, Idaho and Washington
Southwest:
Arizona and Nevada
Central:
Colorado and Texas
Southeast:
Florida and North Carolina
Our homebuilding reporting segments are engaged in the acquisition and development of land primarily for residential
purposes and offer a wide variety of homes that are designed to appeal to first-time, first move-up and active adult homebuyers.
Our homebuilding operations generate most of their revenues from the delivery of completed homes to homebuyers. They also
earn revenues from the sale of land.
Our financial services reporting segment earns revenues primarily from insurance commissions and from the provision of
title services. We offer mortgage banking services, including mortgage loan originations, to our homebuyers indirectly through
KBHS , our unconsolidated joint venture with GR Alliance , a subsidiary of Guaranteed Rate, Inc. We and GR Alliance each
have a 50.0 % ownership interest, with GR Alliance providing management oversight of KBHS ’ operations. The financial
services reporting segment is separately reported in our consolidated financial statements.
Corporate and other is a non-operating segment that develops and oversees the implementation of company-wide strategic
initiatives and provides support to our reporting segments by centralizing certain administrative functions. Corporate
management is responsible for, among other things, evaluating and selecting the geographic markets in which we operate,
consistent with our overall business strategy; allocating capital resources to markets for land acquisition and development
activities; making major personnel decisions related to employee compensation and benefits; and monitoring the financial and
operational performance of our divisions. Corporate and other includes general and administrative expenses related to
operating our corporate headquarters. A portion of the expenses incurred by Corporate and other is allocated to our
homebuilding reporting segments.
Our reporting segments follow the same accounting policies used for our consolidated financial statements as described in
Note 1 – Summary of Significant Accounting Policies . The results of each reporting segment are not necessarily indicative of
the results that would have occurred had the segment been an independent, stand-alone entity during the periods presented, nor
are they indicative of the results to be expected in future perio d s.
The following tables present financial information relating to our homebuilding reporting segments (in thousands):
Years Ended November 30,
2024
2023
2022
Revenues:
West Coast
$ 2,932,058
$ 2,321,093
$ 3,050,506
Southwest
1,309,950
1,169,948
1,110,045
Central
1,452,794
1,831,914
1,749,231
Southeast
1,207,437
1,058,151
970,580
Total
$ 6,902,239
$ 6,381,106
$ 6,880,362
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Years Ended November 30,
2024
2023
2022
Pretax income (loss):
West Coast
$ 375,866
$ 266,229
$ 519,524
Southwest
228,540
188,497
238,143
Central
171,463
258,623
272,002
Southeast
143,135
147,274
152,178
Corporate and other
( 116,976 )
( 128,840 )
( 148,232 )
Total
$ 802,028
$ 731,783
$ 1,033,615
Equity in income (loss) of unconsolidated joint ventures:
West Coast
$ 6,241
$ ( 731 )
$ ( 612 )
Southwest
( 244 )
( 127 )
( 249 )
Central
—
—
—
Southeast
22
145
( 4 )
Total
$ 6,019
$ ( 713 )
$ ( 865 )
Inventory impairment and land option contract abandonment charges:
West Coast
$ 2,941
$ 4,902
$ 27,354
Southwest
267
57
900
Central
843
2,461
3,318
Southeast
546
4,004
5,729
Total
$ 4,597
$ 11,424
$ 37,301
November 30,
2024
2023
Inventories:
West Coast
$ 2,915,543
$ 2,455,336
Southwest
845,910
830,514
Central
839,920
942,168
Southeast
926,647
905,628
Total
$ 5,528,020
$ 5,133,646
Investments in unconsolidated joint ventures:
West Coast
$ 59,286
$ 49,829
Southwest
5,209
6,796
Central
—
—
Southeast
2,525
2,503
Total
$ 67,020
$ 59,128
Assets:
West Coast
$ 3,178,188
$ 2,638,455
Southwest
915,072
908,578
Central
1,001,393
1,158,949
Southeast
972,993
939,997
Corporate and other
801,600
945,504
Total
$ 6,869,246
$ 6,591,483
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Note 3 . Financial Services
The following tables present financial information relating to our financial services reporting segment (in thousands):
Years Ended November 30,
2024
2023
2022
Revenues
Insurance commissions
$ 16,403
$ 17,804
$ 12,823
Title services
11,444
11,719
10,572
Other
—
—
19
Total
27,847
29,523
23,414
Expenses
General and administrative
( 6,133 )
( 5,726 )
( 5,762 )
Operating income
21,714
23,797
17,652
Equity in income of unconsolidated joint ventures
27,176
15,697
20,799
Pretax income
$ 48,890
$ 39,494
$ 38,451
November 30,
2024
2023
Assets
Cash and cash equivalents
$ 1,220
$ 266
Receivables
5,407
2,783
Investments in unconsolidated joint ventures
21,997
19,354
Other assets (a)
38,299
34,476
Total assets
$ 66,923
$ 56,879
Liabilities
Accounts payable and accrued expenses
$ 2,719
$ 1,645
Total liabilities
$ 2,719
$ 1,645
(a) Other assets at November 30, 2024 and 2023 included $ 38.2 million and $ 34.4 million , respectively, of contract assets for
estimated future renewal commissions .
Note 4. Earnings Per Share
Basic and diluted earnings per share were calculated as follows (in thousands, except per share amounts):
Years Ended November 30,
2024
2023
2022
Numerator:
Net income
$ 655,018
$ 590,177
$ 816,666
Less: Distributed earnings allocated to participating securities
( 527 )
( 413 )
( 268 )
Less: Undistributed earnings allocated to participating securities
( 4,301 )
( 3,861 )
( 3,904 )
Numerator for basic earnings per share
650,190
585,903
812,494
Effect of dilutive securities:
Add: Undistributed earnings allocated to participating securities
4,301
3,861
3,904
Less: Undistributed earnings reallocated to participating securities
( 4,179 )
( 3,744 )
( 3,796 )
Numerator for diluted earnings per share
$ 650,312
$ 586,020
$ 812,602
69
Years Ended November 30,
2024
2023
2022
Denominator:
Weighted average shares outstanding — basic
74,753
80,842
86,861
Effect of dilutive securities:
Share-based payments
2,202
2,538
2,487
Weighted average shares outstanding — diluted
76,955
83,380
89,348
Basic earnings per share
$ 8.70
$ 7.25
$ 9.35
Diluted earnings per share
$ 8.45
$ 7.03
$ 9.09
In 2024 , 2023 and 2022 , no outstanding stock options were excluded from the diluted earnings per share calculation.
Contingently issuable shares associated with outstanding PSU s were not included in the basic earnings per share calculations
for the periods presented, as the applicable vesting conditions had not been satisfied.
Note 5. Receivables
Receivables consisted of the following (in thousands):
November 30,
2024
2023
Due from utility companies, improvement districts and municipalities (a)
$ 173,733
$ 197,102
Recoveries related to self-insurance and other legal claims
136,949
107,065
Refundable deposits and bonds
10,667
13,292
Income taxes receivable
10,543
—
Other
49,887
53,615
Subtotal
381,779
371,074
Allowance for doubtful accounts
( 4,246 )
( 4,212 )
Total
$ 377,533
$ 366,862
(a) These receivables typically relate to infrastructure improvements we make with respect to our communities. We are
generally reimbursed for the cost of such improvements when they are accepted by the utility company, improvement
district or municipality, or after certain events occur, depending on the terms of the applicable agreements. These events
may include, but are not limited to, the connection of utilities or the issuance of bonds by the respective improvement
districts or municipalities .
Note 6 . Inventories
Inventories consisted of the following (in thousands):
November 30,
2024
2023
Homes completed or under construction
$ 1,990,113
$ 2,106,149
Land under development
3,537,907
3,027,497
Total
$ 5,528,020
$ 5,133,646
Homes completed or under construction is comprised of costs associated with homes completed or in various stages of
construction and includes direct construction and related land acquisition and land development costs. Land under development
primarily consists of land acquisition and land development costs. Land development costs include capitalized interest and real
estate taxes. When home construction begins, the associated land acquisition and land development costs are included in homes
under construction.
70
Land under development at November 30, 2024 and 2023 included land held for future development of $ 21.2 million and
$ 17.0 million , respectively. Land held for future development principally relates to land where development activity has been
suspended or has not yet begun but is expected to occur in the future. These assets are generally located in submarkets where
conditions do not presently support further investment or development, or are subject to a building permit moratorium or
regulatory restrictions, or are portions of larger land parcels that we plan to build out over several years and/or that have not yet
been entitled.
Our interest costs were as follows (in thousands):
Years Ended November 30,
2024
2023
2022
Capitalized interest at beginning of year
$ 134,375
$ 145,494
$ 161,119
Interest incurred
105,642
107,086
120,859
Interest amortized to construction and land costs (a)
( 117,630 )
( 118,205 )
( 136,484 )
Capitalized interest at end of year
$ 122,387
$ 134,375
$ 145,494
(a) Interest amortized to construction and land costs for the years ended November 30, 2024 and 2023 included nominal
amounts related to land sales during the periods.
Note 7 . Inventory Impairments and Land Option Contract Abandonments
E ach community or land parcel in our owned inventory is assessed to determine if indicators of potential impairment exist.
Impairment indicators are assessed separately for each community or land parcel on a quarterly basis and include, but are not
limited to, the following: significant decreases in net orders, average selling prices, volume of homes delivered, gross profit
margins on homes delivered or projected gross profit margins on homes in backlog or future deliveries; significant increases in
budgeted land development and home construction costs or cancellation rates; or projected losses on expected future land sales.
If indicators of potential impairment exist for a community or land parcel, the identified asset is evaluated for recoverability.
We evaluated eight , five and five communities or land parcels for recoverability as of November 30, 2024 , 2023 and 2022 ,
respectively. The carrying values of those communities or land parcels evaluated as of November 30, 2024 , 2023 and 2022
were $ 139.5 million , $ 89.3 million and $ 118.7 million , respectively. In addition, we evaluated land held for future
development for recoverability as of November 30, 2024 , 2023 and 2022 . Inventory impairment charges are included in
construction and land costs in our consolidated statements of operations.
When an indicator of potential impairment is identified for a community or land parcel, we test the asset for recoverability
by comparing the carrying value of the asset to the undiscounted future net cash flows expected to be generated by the asset.
The undiscounted future net cash flows are impacted by then-current conditions and trends in the market in which the asset is
located as well as factors known to us at the time the cash flows are calculated. These factors may include recent trends in our
orders, backlog, cancellation rates and volume of homes delivered, as well as our expectations related to the following: product
offerings; market supply and demand, including estimated average selling prices and related price appreciation; and land
development, home construction and overhead costs to be incurred and related cost inflation. Our inventory is assessed for
potential impairment on a quarterly basis, and the assumptions used are reviewed and adjusted, as necessary, to reflect the
market conditions and trends and our expectations at the time each assessment is performed.
Given the inherent challenges and uncertainties in forecasting future results, our inventory assessments at the time they are
made take into consideration whether a community or land parcel is active, meaning whether it is open for sales and/or
undergoing development, or whether it is being held for future development or held for sale. Due to the short-term nature of
active communities and land held for sale, as compared to land held for future development, our inventory assessments
generally assume the continuation of then-current market conditions, subject to identifying information suggesting significant
sustained changes in such conditions. Our assessments of active communities, at the time made, generally anticipate net orders,
average selling prices, volume of homes delivered and costs for land development and home construction to continue at or near
then-current levels through the particular asset’s estimated remaining life. Inventory assessments for our land held for future
development consider then-current market conditions as well as subjective forecasts regarding the timing and costs of land
development and home construction and related cost inflation; the product(s) to be offered; and the net orders, volume of homes
delivered, and selling prices and related price appreciation of the offered product(s) when an associated community is
anticipated to open for sales. We evaluate various factors to develop these forecasts, including the availability of and demand
for homes and finished lots within the relevant marketplace; historical, current and expected future sales trends for the
marketplace; and third-party data, if available. The estimates, expectations and assumptions used in each of our inventory
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assessments are specific to each community or land parcel based on what we believe are reasonable forecasts for their particular
performance, and may vary among communities or land parcels and may vary over time.
We record an inventory impairment charge on a community or land parcel that is active or held for future development
when indicators of potential impairment exist and the carrying value of the real estate asset is greater than the undiscounted
future net cash flows the asset is expected to generate. These real estate assets are written down to fair value, which is primarily
determined based on the estimated future net cash flows discounted for inherent risk associated with each such asset, or other
valuation techniques. Inputs used in our calculation of estimated discounted future net cash flows are specific to each affected
real estate asset and are based on our expectations for each such asset as of the applicable measurement date, including, among
others, expectations related to average selling prices and volume of homes delivered. The discount rates we used were
impacted by one or more of the following at the time the calculation was made: the risk-free rate of return; expected risk
premium based on estimated land development, home construction and delivery timelines; market risk from potential future
price erosion; cost uncertainty due to land development or home construction cost increases; and other risks specific to the asset
or conditions in the market in which the asset is located.
We record an inventory impairment charge on land held for sale when the carrying value of a land parcel is greater than its
fair value. These real estate assets are written down to fair value, less associated costs to sell. The estimated fair values of such
assets are generally based on bona fide letters of intent from outside parties, executed sales contracts, broker quotes or similar
information.
The following table summarizes ranges for significant quantitative unobservable inputs we utilized in our fair value
measurements with respect to impaired communities, other than land held for sale, written down to fair value during the years
presented:
Years Ended November 30,
Unobservable Input (a)
2024
2023
2022
Average selling price
n/a
n/a
$ 475,500 - $ 1,076,200
Deliveries per month
n/a
n/a
2 - 4
Discount rate
n/a
n/a
17 % - 21 %
(a) Ranges of inputs presented primarily reflect differences between the housing markets where each impacted community is
located, rather than fluctuations in prevailing market conditions .
Based on the results of our evaluations, we recognized no inventory impairment charges in 2024 or 2023 . In 2022 , we
recognized inventory impairment charges of $ 24.1 million related to four communities with a post-impairment fair value of
$ 41.3 million . The impairment charges in 2022 reflected our decisions to make changes in our operational strategies aimed at
more quickly monetizing our investment in certain communities, mainly by accelerating the overall pace for selling, building
and delivering homes therein, including communities on land previously held for future development. If we change our
strategy or if there are changes in market conditions for any given asset, it is possible that we may recognize additional
inventory impairment charges.
As of November 30, 2024 , the aggregate carrying value of our inventory that had been impacted by previous inventory
impairment charges was $ 32.1 million , representing four communities and various other land parcels. As of November 30,
2023 , the aggregate carrying value of our inventory that had been impacted by previous inventory impairment charges was
$ 73.9 million , representing five communities and various other land parcels.
Our inventory controlled under land option contracts and other similar contracts is assessed to determine whether it
continues to meet our investment return standards. Assessments are made separately for each optioned land parcel on a
quarterly basis and are affected by the following factors relative to the market in which the asset is located, among others:
current and/or anticipated net orders, average selling prices and volume of homes delivered; estimated land development and
home construction costs; and projected profitability on expected future housing or land sales. When a decision is made not to
exercise certain land option contracts and other similar contracts due to market conditions and/or changes in our marketing
strategy, we write off the related inventory costs, including non-refundable deposits and unrecoverable pre-acquisition costs.
Based on the re sults of our assessments, we recognized land option contract abandonment charges of $ 4.6 million in 2024 ,
$ 11.4 million in 2023 and $ 13.2 million in 2022 . Land option contract abandonment charges are included in construction and
land costs in our consolidated statements of operations.
The estimated remaining life of each community or land parcel in our inventory depends on various factors, such as the
total number of lots remaining; the expected timeline to acquire and entitle land and develop lots to build homes; the anticipated
future net order and cancellation rates; and the expected timeline to build and deliver homes sold. While it is difficult to
72
determine a precise timeframe for any particular inventory asset, based on current market conditions and expected delivery
timelines, we estimate our inventory assets’ remaining operating lives to range generally from one year to 10 years , and expect
to realize, on an overall basis, the majority of our inventory balance as of November 30, 2024 within five years .
Due to the judgment and assumptions applied in our inventory impairment and land option contract abandonment
assessment processes, and in our estimations of the remaining operating lives of our inventory assets and the realization of our
inventory balances, particularly as to land held for future development, it is possible that actual results could differ substantially
from those estimated, especially in periods of volatile housing market or economic conditions.
Note 8 . Variable Interest Entities
Unconsolidated Joint Ventures. We participate in joint ventures from time to time that conduct land acquisition, land
development and/or other homebuilding activities in various markets where our homebuilding operations are located. Our
investments in these joint ventures may create a variable interest in a variable interest entity (“ VIE ”), depending on the
contractual terms of the arrangement. We analyze our joint ventures under the variable interest model to determine whether
they are VIE s and, if so, whether we are the primary beneficiary. Based on our analyses, we determined that one of our joint
ventures at November 30, 2024 and 2023 was a VIE , but we were not the primary beneficiary of the VIE . Therefore, all of our
joint ventures at November 30, 2024 and 2023 were unconsolidated and accounted for under the equity method because we did
not have a controlling financial interest.
Land Option Contracts and Other Similar Contracts. In the ordinary course of our business, we enter into land option
contracts and other similar contracts with third parties and unconsolidated entities to acquire rights to land for the construction
of homes. The use of these contracts generally allows us to reduce the market risks associated with direct land ownership and
development, and reduce our capital and financial commitments, including interest and other carrying costs. Under these
contracts, which generally do not contain provisions requiring our specific performance, we typically make a specified option
payment or earnest money deposit in consideration for the right to purchase land in the future, usually at a predetermined price.
We analyze each of our land option contracts and other similar contracts under the variable interest model to determine
whether the land seller is a VIE and, if so, whether we are the primary beneficiary. Although we do not have legal title to the
underlying land, we are required to consolidate a VIE if we are the primary beneficiary. In determining whether we are the
primary beneficiary, we consider, among other things, whether we have the power to direct the activities of the VIE that most
significantly impact the VIE ’s economic performance. Such activities would include, among other things, determining or
limiting the scope or purpose of the VIE , selling or transferring property owned or controlled by the VIE , or arranging financing
for the VIE . As a result of our analyses, we determined that as of November 30, 2024 and 2023 , we were not the primary
beneficiary of any VIE s from which we have acquired rights to land under land option contracts and other similar contracts.
The following table presents a summary of our interests in land option contracts and other similar contracts (in thousands):
November 30, 2024
November 30, 2023
Cash
Deposits
Aggregate
Purchase Price
Cash
Deposits
Aggregate
Purchase Price
Unconsolidated VIEs
$ 50,469
$ 1,705,542
$ 21,554
$ 727,620
Other land option contracts and other similar contracts
31,470
885,588
23,464
540,912
Total
$ 81,939
$ 2,591,130
$ 45,018
$ 1,268,532
In addition to the cash deposits presented in the table above, our exposure to loss related to our land option contracts and
other similar contracts with third parties and unconsolidated entities consisted of pre-acquisition costs of $ 34.3 million at
November 30, 2024 and $ 18.5 million at November 30, 2023 . These pre-acquisition costs and cash deposits were included in
inventories in our consolidated balance sheets.
For land option contracts and other similar contracts where the land seller entity is not required to be consolidated under the
variable interest model, we consider whether such contracts should be accounted for as financing arrangements. Land option
contracts and other similar contracts that may be considered financing arrangements include those we enter into with third-party
land financiers or developers in conjunction with such third parties acquiring a specific land parcel(s) on our behalf, at our
direction, and those with other landowners where we or our designee make improvements to the optioned land parcel(s) during
the applicable option period. For these land option contracts and other similar contracts, we record the remaining purchase
price of the associated land parcel(s) in inventories in our consolidated balance sheets with a corresponding financing obligation
if we determine that we are effectively compelled to exercise the option to purchase the land parcel(s). In making this
determination with respect to a land option contract, we consider the non-refundable deposit(s) we have made and any non-
73
reimbursable expenditures we have incurred for land improvement activities or other items up to the assessment date; additional
costs associated with abandoning the contract; and our commitments, if any, to incur non-reimbursable costs associated with the
contract. As a result of our evaluations of land option contracts and other similar contracts for financing arrangements, we
recorded inventories in our consolidated balance sheets, with a corresponding increase to accrued expenses and other liabilities,
of $ 26.0 million at November 30, 2024 and $ 21.5 million at November 30, 2023 .
Note 9 . Investments in Unconsolidated Joint Ventures
Homebuilding. We have investments in unconsolidated joint ventures that conduct land acquisition, land development and/
or other homebuilding activities in various markets where our homebuilding operations are located. We and our unconsolidated
joint venture partners make initial and/or ongoing capital contributions to these unconsolidated joint ventures, typically on a pro
rata basis, according to our respective equity interests. The obligations to make capital contributions are governed by each such
unconsolidated joint venture’s respective operating agreement and related governing documents. Our partners in these
unconsolidated joint ventures are unrelated homebuilders, and/or land developers and other real estate entities, or commercial
enterprises. These investments are designed primarily to reduce market and development risks and to increase the number of
lots we own or control. In some instances, participating in unconsolidated joint ventures has enabled us to acquire and develop
land that we might not otherwise have had access to due to a project’s size, financing needs, duration of development or other
circumstances. While we consider our participation in unconsolidated joint ventures as potentially beneficial to our
homebuilding activities, we do not view such participation as essential.
For distributions we receive from these unconsolidated joint ventures, we have elected to use the cumulative earnings
approach for our consolidated statements of cash flows. Under the cumulative earnings approach, distributions up to the
amount of cumulative equity in earnings recognized are treated as returns on investment within operating cash flows and those
in excess of that amount are treated as returns of investment within investing cash flows.
We typically have obtained rights to acquire portions of the land held by the unconsolidated joint ventures in which we
currently participate. When an unconsolidated joint venture sells land to our homebuilding operations, we defer recognition of
our share of such unconsolidated joint venture’s earnings (losses) until we recognize revenues on the corresponding home sale,
which is generally when title to and possession of the home and the risks and rewards of ownership are transferred to the
homebuyer on the closing date. At that time, we account for the earnings (losses) as a reduction (increase) to the cost of
purchasing the land from the unconsolidated joint venture. We defer recognition of our share of such unconsolidated joint
venture losses only to the extent profits are to be generated from the sale of the home to a homebuyer.
We share in the earnings (losses) of these unconsolidated joint ventures generally in accordance with our respective equity
interests. In some instances, we recognize earnings (losses) related to our investment in an unconsolidated joint venture that
differ from our equity interest in the unconsolidated joint venture. This typically arises from our deferral of the unconsolidated
joint venture’s earnings (losses) from land sales to us, or other items.
We had investments in six unconsolidated joint ventures as of November 30, 2024 , 2023 and 2022 . The following table
presents combined condensed information from the statements of operations for our homebuilding unconsolidated joint
ventures (in thousands):
Years Ended November 30,
2024
2023
2022
Revenues
$ 65,866
$ 2,871
$ 5,251
Construction and land costs
( 48,627 )
( 1,111 )
( 3,875 )
Other expenses, net
( 5,033 )
( 2,907 )
( 2,935 )
Income (loss)
$ 12,206
$ ( 1,147 )
$ ( 1,559 )
74
The combined revenues and construction and land costs for 2024 primarily related to homes delivered by an
unconsolidated joint venture in California. In 2023 and 2022 , our unconsolidated joint ventures did not deliver any homes. The
following table presents combined condensed balance sheet information for our homebuilding unconsolidated joint ventures (in
thousands):
November 30,
2024
2023
Assets
Cash
$ 18,869
$ 16,260
Receivables
2,918
3,437
Inventories
158,322
152,456
Other assets
1,052
679
Total assets
$ 181,161
$ 172,832
Liabilities and equity
Accounts payable and other liabilities
$ 8,091
$ 9,632
Notes payable (a)
47,300
53,386
Equity
125,770
109,814
Total liabilities and equity
$ 181,161
$ 172,832
(a) As of both November 30, 2024 and 2023 , the unconsolidated joint venture in California that delivered homes in 2024 had
borrowings outstanding under a revolving line of credit it entered into with a third-party lender in April 2022 to finance its
land acquisition, development and construction activities. In April 2024, the revolving line of credit was amended,
increasing the aggregate commitment to $ 70.0 million from $ 62.0 million , with the amount of all advances through
October 2024 not to exceed $ 80.0 million . Principal repayments are made as homes are delivered, which began in May
2024. Pursuant to the amendment, the revolving line of credit converted to a term loan and the aggregate commitment was
reduced to $ 55.0 million effective October 31, 2024, and will be reduced to $ 25.0 million by April 30, 2025. Borrowings
under this term loan are secured by the underlying property and related project assets. This term loan is scheduled to
mature on April 19, 2026 , unless extended or terminated pursuant to its applicable terms. None of our other
unconsolidated joint ventures had outstanding debt at November 30, 2024 or 2023 .
We provide certain guarantees and indemnities to the lender in connection with the above-described revolving line of
credit, including a guaranty of interest and carry costs; a guaranty to complete the construction of phases of the improvements
for the project as such phases are commenced; a guaranty against losses suffered due to certain bad acts or failures to act by the
unconsolidated joint venture or its partners; and an indemnity from environmental issues. Except to the extent related to the
foregoing guarantees and indemnities, we do not have a guaranty or any other obligation to repay borrowings under the line of
credit or to support the value of the underlying collateral. However, various financial and non-financial covenants apply under
the line of credit and with respect to the related guaranty and indemnity obligations, and a failure to comply with such
covenants could result in a default and cause the lender to seek to enforce such guaranty and indemnity obligations. As of the
date of this report, we were in compliance with the relevant covenants. We do not believe that our existing exposure under our
guaranty and indemnity obligations related to outstanding borrowings under the line of credit is material to our consolidated
financial statements.
Financial Services. The following table presents combined condensed information from the statements of operations for
our financial services unconsolidated joint ventures, mostly comprised of KBHS ’s activities (in thousands):
Years Ended November 30,
2024
2023
2022
Revenues
$ 129,516
$ 100,785
$ 115,173
Expenses
( 75,165 )
( 69,390 )
( 73,573 )
Income
$ 54,351
$ 31,395
$ 41,600
Revenues are primarily generat ed from fees earned on mortgage loan originations, interest earned for the period loans are
held by KBHS , and gains on the sales of mortgage loans held for sale. Gains on the sales of mortgage loans held for sale
75
include the realized and unrealized gains and losses associated with changes in the fair value of such loans and any related
derivative financial instruments.
The following table presents combined condensed balance sheet information for our financial services unconsolidated joint
venture (in thousands):
November 30,
2024
2023
Assets
Cash and cash equivalents (a)
$ 31,702
$ 29,163
Mortgage loans held for sale
122,828
164,252
Other assets
22,815
18,380
Total assets
$ 177,345
$ 211,795
Liabilities and equity
Accounts payable and other liabilities
$ 15,398
$ 13,763
Funding facilities
117,953
159,324
Equity
43,994
38,708
Total liabilities and equity
$ 177,345
$ 211,795
(a) Cash and cash equivalents i ncludes restricted cash of $ 1.3 million at November 30, 2024 and 2023 .
Mortgage loans held for sale . Originated mortgage loans expected to be sold into the secondary market in the foreseeable
future are reported as mortgage loans held for sale and carried in KBHS ’ balance sheets at fair value, with changes in fair value
recognized within revenues in KBHS ’ statements of operations.
Interest rate lock commitments . KBHS enters into IRLCs in connection with originating certain mortgage loans held for
sale, at specified interest rates and within a specified period of time, with customers who have applied for a mortgage loan and
meet certain credit and underwriting criteria. KBHS accounts for IRLCs as free-standing derivatives and does not designate
any for hedge accounting. As a result, IRLCs are recognized in KBHS ’ balance sheets at fair value, and gains or losses
resulting from changes in fair value are recognized within revenues in KBHS ’ statements of operations. The fair value of
IRLCs is based on market prices, which includes an estimate of the fair value of the associated mortgage servicing rights,
adjusted for estimated costs to originate the underlying mortgage loans, as well as the probability that the mortgage loans will
fund within the terms of the IRLCs . The fair value of IRLCs included in other assets in KBHS ’ balance sheets was
$ 16.0 million at November 30, 2024 and $ 13.9 million at November 30, 2023 . The changes in the fair value of IRLCs , which
were reported in revenues for the applicable periods, were gains of $ 2.1 million for 2024 and $ 20.3 million for 2022 and a loss
of $ 16.0 million for 2023 .
KBHS manages the interest rate and price risk associated w ith its outstanding IRLCs by entering into best efforts forward
sale commitments under which mortgage loans locked with a borrower are simultaneously committed to a secondary market
investor at a fixed price, subject to the underlying mortgage loans being funded. These best efforts forward sale commitments
do not meet the definition of derivative financial instruments and are therefore not recorded in KBHS ’ balance sheets. If the
mortgage loans underlying the IRLCs do not fund, KBHS ha s no obligation to fulfill the secondary market investor
commitments.
Funding facilities . KBHS maintains warehouse lines of credit and master repurchase agreements with various financial
institutions to fund its originated mortgage loans, with its mortgage loans held for sale pledged as collateral under these
agreements. The agreements contain covenants which include certain financial requirements, including maintenance of
minimum tangible net worth, minimum liquid assets, maximum debt to net worth ratio and positive net income, as defined in
the agreements. KBHS was in compliance with these covenants as of November 30, 2024 . In addition to its compliance with
these covenants, KBHS also depends on the ability and willingness of the applicable lenders and financial institutions,
including any substitute or additional lenders and financial institutions, to extend such credit facilities to KBHS to fund its
originated mortgage loans. KBHS intends to renew these facilities when they expire at various dates in 2025 . The warehouse
lines of credit and master repurchase agreements are not guaranteed by us or any of our Guarantor Subsidiaries.
76
Note 10. Property and Equipment, Net
Property and equipment, net consisted of the following (in thousands):
November 30,
2024
2023
Computer software and equipment
$ 54,875
$ 52,323
Model furnishings and sales office improvements
102,907
99,857
Leasehold improvements, office furniture and equipment
22,280
19,824
Subtotal
180,062
172,004
Accumulated depreciation
( 89,703 )
( 83,695 )
Total
$ 90,359
$ 88,309
Note 11 . Other Assets
Other assets consisted of the following (in thousands):
November 30,
2024
2023
Cash surrender value of corporate-owned life insurance contracts
$ 51,912
$ 53,079
Lease right-of-use assets
18,704
24,725
Prepaid expenses
17,799
15,879
Other
17,505
3,304
Total
$ 105,920
$ 96,987
On March 1, 2024, substantially all the assets of an investee company, in which we had an aggregate ownership interest of
approximately 13.5 % , held largely through a limited liability company we established to hold the investment, were sold to a
privately held buyer through a merger. Prior to the sale, certain assets of the investee company that were not included in the
sale were distributed to a separate privately held entity in which we received the same proportionate equity interest. From the
sale, we received cash plus certain preferred and common equity interests in the buyer. The estimated fair value of the private
equity interests is included in other assets as of November 30, 2024 . In connection with the sale, we recognized a gain of
$ 12.5 million , which is included in interest income and other in our consolidated statements of operations for the year ended
November 30, 2024 . Certain of our executives are entitled to receive a portion of the proceeds from the sale transaction,
including any later distributions, pursuant to ownership interests they initially acquired, including our chairman and chief
executive officer who acquired a 3.3 % interest, in the relevant limited liability company in 2000 through an incentive program
described in the Proxy Statement for our 2001 Annual Meeting of Stockholders. These executives vested in their respective
interests three years after their initial acquisition.
77
Note 12. Accrued Expenses and Other Liabilities
Accrued expenses and other liabilities consisted of the following (in thousands):
November 30,
2024
2023
Self-insurance and other legal liabilities
$ 315,851
$ 269,735
Employee compensation and related benefits
182,460
171,408
Warranty liability
96,026
98,000
Inventory-related obligations (a)
44,408
41,525
Customer deposits
44,029
58,910
Accrued interest payable
28,806
29,391
Lease liabilities
20,859
26,531
Real estate and business taxes
17,056
15,169
Federal and state taxes payable
—
1,851
Other
46,766
45,707
Total
$ 796,261
$ 758,227
(a) Represents liabilities for financing arrangements discussed in Note 8 – Variable Interest Entities , as well as liabilities for
fixed or determinable amounts associated with TIFE assessments. As homes are delivered, our obligation to pay the
remaining TIFE assessments associated with each underlying lot is transferred to the homebuyer. As such, these
assessment obligations will be paid by us only to the extent we do not deliver homes on applicable lots before the related
TIFE obligations mature.
Note 13 . Leases
We lease certain property and equipment for use in our operations. We recognize lease expense for these leases generally
on a straight-line basis over the lease term and combine lease and non-lease components for all leases. Lease right-of-use assets
and lease liabilities are recorded in our consolidated balance sheets for leases with an expected term at the commencement date
of more than 12 months. Some of our leases include one or more renewal options, the exercise of which is generally at our
discretion. Such options are excluded from the expected term of the lease unless we determine it is reasonably certain the
option will be exercised. Lease liabilities are equal to the present value of the remaining lease payments while the amount of
lease right-of-use assets is based on the lease liabilities, subject to adjustment, such as for lease incentives. Our leases do not
provide a readily determinable implicit interest rate; therefore, we estimate our incremental borrowing rate to calculate the
present value of remaining lease payments. In determining our incremental borrowing rate, we considered the lease term,
market interest rates, current interest rates on our senior notes and the effects of collateralization. Our lease population at
November 30, 2024 was comprised of operating leases where we are the lessee, primarily real estate leases for our corporate
offices, division offices and design studios, as well as certain equipment leases. Our lease agreements do not contain any
residual value guarantees or material restrictive covenants.
Lease expense is included in selling, general and administrative expenses in our consolidated statements of operations and
includes costs for leases with terms of more than 12 months as well as short-term leases with terms of 12 months or less. For
the years ended November 30, 2024 , 2023 and 2022 , our total lease expense was $ 20.2 million , $ 22.1 million and
$ 20.7 million , respectively, and included short-term lease costs of $ 7.0 million , $ 8.6 million and $ 7.7 million , respectively.
Variable lease costs and external sublease income for the years ended November 30, 2024 , 2023 and 2022 were immaterial.
The following table presents our lease right-of-use assets, lease liabilities and the weighted-average remaining lease term
and weighted-average discount rate (incremental borrowing rate) used in calculating the lease liabilities (dollars in thousands):
November 30,
2024
2023
Lease right-of-use assets (a)
$ 18,734
$ 24,773
Lease liabilities (a)
20,887
26,581
Weighted-average remaining lease term
2.8 years
3.0 years
Weighted-average discount rate (incremental borrowing rate)
4.6 %
4.8 %
78
(a) Lease right-of-use assets and lease liabilities are predominantly within our homebuilding operations, with only nominal
amounts in our financial services operations.
The following table presents additional information about our leases (in thousands):
Years Ended November 30,
2024
2023
Lease right-of-use assets obtained in exchange for new lease liabilities
$ 4,780
$ 9,195
Cash payments on lease liabilities
12,594
12,592
As of November 30, 2024 , the future minimum lease payments required under our leases are as follows (in thousands):
Years Ending November 30,
2025
$ 10,635
2026
4,989
2027
3,812
2028
2,379
2029
514
Thereafter
—
Total lease payments
22,329
Less: Interest
( 1,442 )
Present value of lease liabilities
$ 20,887
Note 14 . Income Taxe s
Income Tax Expense. The components of the income tax expense in our consolidated statements of operations are as
follows (in thousands):
Federal
State
Total
2024
Current
$ ( 147,300 )
$ ( 31,500 )
$ ( 178,800 )
Deferred
( 3,100 )
( 14,000 )
( 17,100 )
Income tax expense
$ ( 150,400 )
$ ( 45,500 )
$ ( 195,900 )
2023
Current
$ ( 123,200 )
$ ( 17,200 )
$ ( 140,400 )
Deferred
( 8,400 )
( 32,300 )
( 40,700 )
Income tax expense
$ ( 131,600 )
$ ( 49,500 )
$ ( 181,100 )
2022
Current
$ ( 194,400 )
$ ( 49,500 )
$ ( 243,900 )
Deferred
( 2,900 )
( 8,600 )
( 11,500 )
Income tax expense
$ ( 197,300 )
$ ( 58,100 )
$ ( 255,400 )
Our effective tax rates were 23.0 % for 2024 , 23.5 % for 2023 and 23.8 % for 2022 .
In 2024 , our income tax expense and effective tax rate included the favorable impacts of $ 19.3 million of Section 45L tax
credits we recognized primarily from building energy-efficient homes and $ 7.9 million of excess tax benefits related to stock-
based compensation , partly offset by $ 10.7 million of non-deductible executive compensation expense. In 2023 , our income
tax expense and effective tax rate reflected the favorable impacts of $ 25.2 million of Section 45L tax credits and $ 5.5 million of
excess tax benefits related to stock-based compensation, partly offset by $ 12.2 million of non-deductible executive
compensation expense. In 2022 , our income tax expense and effective tax rate reflected the favorable impacts of $ 22.6 million
79
of Section 45L tax credits and $ 1.8 million of excess tax benefits related to stock-based compensation, partly offset by
$ 9.7 million of non-deductible executive compensation expense.
The IRA tied Section 45L tax credit qualification for energy-efficient homes built on and after January 1, 2023 to new
homes achieving ENERGY STAR certification. Based on guidance the IRS issued in September 2023, fewer of the ENERGY
STAR homes we build in California meet the heightened qualification standard the IRS selected for homes built in that state
relative to other states.
Deferred Tax Assets, Net. Deferred income taxes result from temporary differences in the financial and tax basis of assets
and liabilities. Significant components of our deferred tax liabilities and assets are as follows (in thousands):
November 30,
2024
2023
Deferred tax liabilities:
Capitalized expenses
$ 26,792
$ 29,395
State taxes
9,680
12,152
Depreciation and amortization
8,055
8,179
Other
308
374
Total
44,835
50,100
Deferred tax assets:
Warranty, legal and other accruals
50,360
53,805
Employee benefits
53,282
51,325
Capitalized expenses
21,861
22,538
NOLs from 2006 through 2023
21,811
33,827
Inventory impairment and land option contract abandonment charges
7,653
15,878
Partnerships and joint ventures
5,879
6,193
Tax credits
2,019
1,857
Other
1,191
1,052
Total
164,056
186,475
Valuation allowance
( 16,800 )
( 16,900 )
Total
147,256
169,575
Deferred tax assets, net
$ 102,421
$ 119,475
Reconciliation of Expected Income Tax Expense. The income tax expense computed at the statutory U.S. federal income
tax rate and the income tax expense provided in our consolidated statements of operations differ as follows (dollars in
thousands):
Years Ended November 30,
2024
2023
2022
$
%
$
%
$
%
Income tax expense computed at statutory rate
$ ( 178,692 )
( 21.0 ) %
$ ( 161,982 )
( 21.0 ) %
$ ( 225,121 )
( 21.0 ) %
Tax credits
19,321
2.3
25,218
3.3
22,565
2.1
Stock compensation
6,405
.7
4,471
.6
1,442
.2
Dividend received deduction
986
.1
—
—
—
—
Valuation allowance for deferred tax assets
100
—
200
—
300
—
Non-deductible compensation
( 8,703 )
( 1.0 )
( 9,975 )
( 1.3 )
( 7,905 )
( .7 )
State taxes, net of federal income tax benefit
( 36,028 )
( 4.2 )
( 39,307 )
( 5.1 )
( 46,139 )
( 4.3 )
Other, net
711
.1
275
—
( 542 )
( .1 )
Income tax expense
$ ( 195,900 )
( 23.0 ) %
$ ( 181,100 )
( 23.5 ) %
$ ( 255,400 )
( 23.8 ) %
80
Deferred Tax Asset Valuation Allowance. We evaluate our deferred tax assets quarterly to determine if adjustments to our
valuation allowance are required based on the consideration of all available positive and negative evidence using a “more likely
than not” standard with respect to whether deferred tax assets will be realized. Our evaluation considers, among other factors,
our historical operating results, our expectation of future profitability, the duration of the applicable statutory carryforward
periods, and conditions in the housing market and the broader economy. In our evaluation, we give more significant weight to
evidence that is objective in nature as compared to subjective evidence. Also, more significant weight is given to evidence that
directly relates to our then-current financial performance as compared to indirect or less current evidence. The ultimate
realization of our deferred tax assets depends primarily on our ability to generate future taxable income during the periods in
which the related deferred tax assets become deductible. The value of our deferred tax assets depends on applicable income tax
rates.
Our deferred tax assets of $ 119.2 million at November 30, 2024 and $ 136.4 million at November 30, 2023 were partially
offset in each year by valuation allowances of $ 16.8 million and $ 16.9 million , respectively. The deferred tax asset valuation
allowances at November 30, 2024 and 2023 were primarily related to certain state NOL s that had not met the “more likely than
not” realization standard at those dates. As a result of our utilization of certain state NOL s, we reduced the valuation allowance
by $.1 million in 2024 . As of November 30, 2024 , we would need to generate approximately $ 408.0 million of pretax income
in future periods before 2043 to realize our deferred tax assets. Based on the evaluation of our deferred tax assets as of
November 30, 2024 and 2023 , we determined that most of our deferred tax assets would be realized.
We will continue to evaluate both the positive and negative evidence on a quarterly basis in determining the need for a
valuation allowance with respect to our deferred tax assets. The accounting for deferred tax assets is based upon estimates of
future results. Changes in positive and negative evidence, including differences between estimated and actual results, could
result in changes in the valuation of our deferred tax assets that could have a material impact on our consolidated financial
statements. Changes in existing federal and state tax laws and corporate income tax rates could also affect actual tax results and
the realization of deferred tax assets over time.
The majority of the tax benefits associated with our NOL s can be carried forward for 20 years and applied to offset future
taxable income. Depending on their applicable statutory period, the state NOL s of $ 21.8 million , if not utilized, will begin to
expire between 2025 and 2043 . No state NOL s expired in 2024 or 2023. State NOL s of $.1 million expired in 2022 .
Unrecognized Tax Benefits. Gross unrecognized tax benefits are the differences between a tax position taken or expected
to be taken in a tax return, and the benefit recognized for accounting purposes. A reconciliation of the beginning and ending
balances of gross unrecognized tax benefits, including interest and penalties, is as follows (in thousands):
Years Ended November 30,
2024
2023
2022
Balance at beginning of year
$ 2,376
$ 975
$ 930
Increase related to prior years’ tax positions
546
1,401
45
Balance at end of year
$ 2,922
$ 2,376
$ 975
Our unrecognized tax benefits are included in accrued expenses and other liabilities in our consolidated balance sheets. We
recognize accrued interest and penalties related to unrecognized tax benefits in our consolidated financial statements as a
component of the provision for income taxes.
If these unrecognized tax benefits reverse in the future, they would have a beneficial impact on our effective tax rate at that
time. During the next 12 months, it is possible that the amount of unrecognized tax benefits will change, but we are not able to
provide a range of such change. The potential change, if any, will be related to increases due to new tax positions taken and the
accrual of interest and penalties. Our total accrued interest and penalties related to unrecognized income tax benefits was
approximately $.2 million at November 30, 2024 and approximately $.1 million at November 30, 2023 . Because of the impact
of deferred tax accounting, other than interest and penalties, the disallowance of the shorter deductibility period would not
affect our annual effective tax rate but would accelerate the payment of cash to a tax authority to an earlier period. As of
November 30, 2024, the fiscal years ending 2021 and later remain open to federal examinations, while 2020 and later remain
open to state examinations.
The benefits of our deferred tax assets, including our NOL s, built-in losses and tax credits would be reduced or potentially
eliminated if we experienced an “ownership change” under Internal Revenue Code Section 382 (“Section 382”). Based on our
analysis performed as of November 30, 2024 , we do not believe that we have experienced an ownership change as defined by
Section 382, and, therefore, the NOL s, built-in losses and tax credits we have generated should not be subject to a Section 382
limitation as of this reporting date.
81
Note 15 . Notes Payable
Notes payable consisted of the following (in thousands):
November 30,
2024
2023
Senior unsecured term loan due August 25, 2026
$ 358,826
$ 358,156
6.875 % Senior notes due June 15, 2027
298,560
298,062
4.80 % Senior notes due November 15, 2029
297,932
297,572
7.25 % Senior notes due July 15, 2030
346,574
346,101
4.00 % Senior notes due June 15, 2031
386,638
386,199
Mortgages and land contracts due to land sellers and other loans (at an interest rate of 4.3 %
at November 30, 2024 and 3.0 % to 4.5 % at November 30, 2023)
3,149
3,808
Total
$ 1,691,679
$ 1,689,898
The carrying amounts of the Term Loan and senior notes listed above are net of debt issuance costs, which totaled $ 11.5
million at November 30, 2024 and $ 13.9 million at November 30, 2023 .
Unsecured Revolving Credit Facility. We have a $ 1.09 billion Credit Facility that will mature on February 18, 2027 . The
Credit Facility contains an uncommitted accordion feature under which its aggregate principal amount of available loans can be
increased to a maximum of $ 1.29 billion under certain conditions, including obtaining additional bank commitments. The
Credit Facility also contains a sublimit of $ 250.0 million for the issuance of letters of credit. Interest on amounts borrowed
under the Credit Facility accrues at an adjusted term SOFR or a base rate, plus a spread that depends on our Leverage Ratio , as
defined under the Credit Facility . Interest is payable quarterly (base rate) or each month or three months (adjusted term SOFR ).
The Credit Facility also requires the payment of a commitment fee at a per annum rate ranging from .15 % to .35 % of the
unused commitment, based on our Leverage Ratio . Under the terms of the Credit Facility , we are required, among other things,
to maintain compliance with various covenants, including financial covenants relating to our consolidated tangible net worth,
Leverage Ratio , and either an Interest Coverage Ratio or a minimum level of liquidity, each as defined therein. Our obligations
to pay borrowings under the Credit Facility are guaranteed on a joint and several basis by our Guarantor Subsidiaries. The
amount of the Credit Facility available for cash borrowings and the issuance of letters of credit depends on the total cash
borrowings and letters of credit outstanding under the Credit Facility and the maximum available amount under the terms of the
Credit Facility . As of November 30, 2024 , we had no cash borrowings and $ 8.3 million of letters of credit outstanding under
the Credit Facility . Therefore, as of November 30, 2024 , we had $ 1.08 billion available for cash borrowings under the Credit
Facility , with up to $ 241.7 million of that amount available for the issuance of letters of credit.
Senior Unsecured Term Loan. We have a Term Loan with the lenders party thereto that will mature on August 25, 2026 ,
or earlier if we secure borrowings under the Credit Facility without similarly securing the Term Loan (subject to certain
exceptions). Interest under the Term Loan accrues at an adjusted term SOFR or a base rate, plus a spread that depends on our
Leverage Ratio . Interest is payable quarterly (base rate) or each month or three months (adjusted term SOFR). The Term Loan
contains various covenants that are substantially the same as those under the Credit Facility . The proceeds drawn under the
Term Loan are guaranteed on a joint and several basis by our Guarantor Subsidiaries. As of November 30, 2024 and 2023 , the
weighted average annual interest rates on our outstanding borrowings under the Term Loan were 6.0 % and 6.8 % , respectively.
LOC Facility. We maintain a LOC Facility to obtain letters of credit from time to time in the ordinary course of operating
our business. On September 12, 2024, we entered into an amendment to the LOC Facility that increased the limit of letters of
credit we may issue under it from $ 75.0 million to $ 100.0 million , and extended the expiration date from February 18, 2027 to
February 13, 2028 . As of November 30, 2024 and 2023 , we had letters of credit outstanding under the LOC Facility of $ 73.3
million and $ 12.5 million , respectively.
Senior Notes. All the senior notes outstanding at November 30, 2024 and 2023 represent senior unsecured obligations that
are guaranteed by certain of our subsidiaries and rank equally in right of payment with all of our and our Guarantor
Subsidiaries’ existing unsecured and unsubordinated indebtedness. All of our senior notes were issued in underwritten public
offerings. Interest on each of these senior notes is payable semi-annually.
82
The key terms of each of our senior notes outstanding as of November 30, 2024 were as follows (dollars in thousands):
Redeemable
Prior to
Maturity
Effective
Interest Rate
Notes Payable
Principal
Issuance Date
Maturity Date
6.875 % Senior notes
$ 300,000
February 20, 2019
June 15, 2027
Yes (a)
7.1 %
4.80 % Senior notes
300,000
November 4, 2019
November 15, 2029
Yes (a)
5.0
7.25 % Senior notes
350,000
June 22, 2022
July 15, 2030
Yes (b)
7.5
4.00 % Senior notes
390,000
June 9, 2021
June 15, 2031
Yes (a)
4.2
(a) At our option, these notes may be redeemed, in whole at any time or from time to time in part, at a redemption price equal
to the greater of (i) 100 % of the principal amount of the notes being redeemed and (ii) the sum of the present values of the
remaining scheduled payments of principal and interest on the notes being redeemed (exclusive of interest accrued to the
applicable redemption date), discounted to the redemption date at a defined rate, plus, in each case, accrued and unpaid
interest on the notes being redeemed to, but excluding, the applicable redemption date, except that six months prior to the
stated maturity date for these notes, the redemption price will be equal to 100 % of the principal amount of the notes being
redeemed, plus accrued and unpaid interest on the notes being redeemed to, but excluding, the applicable redemption date.
(b) At our option, these notes may be redeemed, in whole at any time or in part from time to time prior to July 15, 2025, at a
redemption price equal to 100 % of the principal amount of the notes being redeemed plus a “make whole” premium, plus
accrued and unpaid interest, if any, to the redemption date. In addition, at any time or from time to time prior to July 15,
2025, an amount not to exceed the net proceeds of qualified equity offerings may be used at our option to redeem up to
40 % of the aggregate principal amount of these notes, at a redemption price equal to 107.250 % of the principal amount of
the notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding the redemption date. We may also
elect to redeem the notes in whole at any time or in part from time to time, on or after July 15, 2025, at the applicable
specified redemption price, including accrued and unpaid interest, if any, to the redemption date.
If a change in control occurs as defined in the instruments governing our senior notes, we would be required to offer to
purchase all of our outstanding senior notes at 101 % of their principal amount, together with all accrued and unpaid interest, if
any.
The indenture governing our senior notes does not contain any financial covenants. Subject to specified exceptions, the
indenture contains certain restrictive covenants that, among other things, limit our ability to incur secured indebtedness, or
engage in sale-leaseback transactions involving property above a certain specified value. In addition, the indenture contains
certain limitations related to mergers, consolidations, and sales of assets.
As of the date of this report, we were in compliance with the applicable terms of all our covenants and other requirements
under the Credit Facility, the Term Loan, the senior notes, the indenture, the LOC Facility, and the mortgages and land
contracts due to land sellers and other loans. Our ability to access the Credit Facility for cash borrowings and letters of credit
and our ability to secure future debt financing depend, in part, on our ability to remain in such compliance. Our ability to
access the Credit Facility’s full borrowing capacity, as well as the LOC Facility’s full issuance capacity, also depends on the
ability and willingness of the applicable lenders and financial institutions, including any substitute or additional lenders and
financial institutions, to meet their commitments to fund loans, extend credit or provide payment guarantees to or for us under
those instruments. There are no agreements that restrict our payment of dividends other than the Credit Facility and the Term
Loan , which would restrict our payment of certain dividends, such as cash dividends on our common stock, if a default under
the Credit Facility or the Term Loan exists at the time of any such payment, or if any such payment would result in such a
default (other than dividends paid within 60 days after declaration, if there was no default at the time of declaration).
Mortgages and Land Contracts Due to Land Sellers and Other Loans. As of November 30, 2024 , inventories having a
carrying value of $ 14.1 million were pledged to collateralize mortgages and land contracts due to land sellers and other loans.
Shelf Registration. Our 2023 Shelf Registration is filed with the SEC . The 2023 Shelf Registration registers the offering
of securities that we may issue from time to time in amounts to be determined. Our ability to issue securities is subject to
market conditions and, with respect to debt securities, other factors impacting our borrowing capacity. We have not made any
offerings of securities under the 2023 Shelf Registration .
Principal payments on our notes payable are due during each year ending November 30 as follows: 2025 — $ .5 million ;
2026 — $ 360.6 million ; 2027 — $ 300.8 million ; 2028 — $ .8 million ; 2029 — $ 300.3 million ; and thereafter — $ 740.0
million .
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Note 16. Fair Value Disclosures
Fair value measurements of assets and liabilities are categorized based on the following hierarchy:
Level 1 Fair value determined based on quoted prices in active markets for identical assets or liabilities.
Level 2 Fair value determined using significant observable inputs, such as quoted prices for similar assets or liabilities
or quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than
quoted prices that are observable for the asset or liability, or inputs that are derived principally from or
corroborated by observable market data, by correlation or other means.
Level 3 Fair value determined using significant unobservable inputs, such as pricing models, discounted cash flows, or
similar techniques.
Fair value measurements are used for inventories on a nonrecurring basis when events and circumstances indicate that their
carrying value is not recoverable. Our inventories are generally Level 3 assets. We had no inventories with carrying values that
were adjusted to fair value during the years ended November 30, 2024 or 2023 . See Note 7 – Inventory Impairments and Land
Option Contract Abandonments for information regarding the valuation of these assets.
The following table presents the fair value hierarchy, carrying values and estimated fair values of our financial instruments,
except those for which the carrying values approximate fair values (in thousands):
November 30,
2024
2023
Description
Fair Value
Hierarchy
Carrying
Value (a)
Estimated
Fair Value
Carrying
Value (a)
Estimated
Fair Value
Financial Liabilities:
Senior notes
Level 2
$ 1,329,704
$ 1,309,700
$ 1,327,934
$ 1,260,725
(a) The carrying value for the senior notes, as presented, includes unamortized debt issuance costs. Debt issuance costs are not
factored into the estimated fair values of these notes .
The fair values of our senior notes are generally estimated based on quoted market prices for these instruments. The
carrying values reported for cash and cash equivalents, outstanding borrowings under the Credit Facility , if any, and the Term
Loan, and mortgages and land contracts due to land sellers and other loans approximate fair values. The carrying value of
corporate-owned life insurance is based on the cash surrender value of the policies and, accordingly, approximates fair value.
Note 17 . Commitments and Contingencies
Commitments and contingencies include typical obligations of homebuilders for the completion of contracts and those
incurred in the ordinary course of business.
Warranty. We provide a limited warranty on all of our homes. The specific terms and conditions of our limited warranty
program vary depending upon the markets in which we do business. We generally provide a structural warranty of 10 years , a
warranty on electrical, heating, cooling, plumbing and certain other building systems each varying from two to five years based
on geographic market and state law, and a warranty of one year for other components of the home. Our limited warranty
program is ordinarily how we respond to and account for homeowners’ requests to local division offices seeking repairs of
certain conditions or defects, including claims where we could have liability under applicable state statutes or tort law for a
defective condition in or damages to a home. Our warranty liability covers our costs of repairs associated with homeowner
claims made under our limited warranty program. These claims are generally made directly by a homeowner and involve their
individual home.
We periodically assess the adequacy of our accrued warranty liability, which is included in accrued expenses and other
liabilities in our consolidated balance sheets, and adjust the amount as necessary based on our assessment. Our assessment
includes the review of our actual warranty costs incurred to identify trends and changes in our warranty claims experience, and
considers our home construction quality and customer service initiatives and outside events. While we believe the warranty
liability currently reflected in our consolidated balance sheets to be adequate, unanticipated changes or developments in the
legal environment, local weather, land or environmental conditions, quality of materials or methods used in the construction of
homes or customer service practices and/or our warranty claims experience could have a significant impact on our actual
warranty costs in future periods and such amounts could differ significantly from our current estimates.
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The changes in our warranty liability were as follows (in thousands):
Years Ended November 30,
2024
2023
2022
Balance at beginning of year
$ 98,000
$ 101,890
$ 96,153
Warranties issued
40,630
37,424
39,476
Payments
( 42,604 )
( 45,314 )
( 33,739 )
Adjustments
—
4,000
—
Balance at end of year
$ 96,026
$ 98,000
$ 101,890
Guarantees. In the normal course of our business, we issue certain representations, warranties and guarantees related to
our home sales and land sales. Based on historical experience, we do not believe any potential liability with respect to these
representations, warranties or guarantees would be material to our consolidated financial statements.
Self-Insurance. W e maintain, and require the majority of our independent contractors to maintain, general liability
insurance (including construction defect and bodily injury coverage) and workers’ compensation insurance. These insurance
policies protect us against a portion of our risk of loss from claims related to our homebuilding activities, subject to certain self-
insured retentions, deductibles and other coverage limits . We also maintain certain other insurance policies. Costs associated
with our self-insurance programs are included in selling, general and administrative expenses. In Arizona, California, Colorado
and Nevada, our contractors’ general liability insurance primarily takes the form of a wrap-up policy under a program where
eligible independent contractors are enrolled as insureds on each community. Enrolled contractors generally contribute toward
the cost of the insurance and agree to pay a contractual amount in the future if there is a claim related to their work. To the
extent provided under the wrap-up program, we absorb the enrolled contractors’ general liability associated with the work
performed on our homes within the applicable community as part of our overall general liability insurance and our self-
insurance.
We self-insure a portion of our overall risk through the use of a captive insurance subsidiary, which provides coverage for
our exposure to construction defect, bodily injury and property damage claims and related litigation or regulatory actions, up to
certain limits. Our self-insurance liability generally covers the costs of settlements and/or repairs, if any, as well as our costs to
defend and resolve the following types of claims:
• Construction defect : Construction defect claims, which represent the largest component of our self-insurance liability,
typically originate through a legal or regulatory process rather than directly by a homeowner and involve the alleged
occurrence of a condition affecting two or more homes within the same community, or they involve a common area or
homeowners’ association property within a community. These claims typically involve higher costs to resolve than
individual homeowner warranty claims, and the rate of claims is highly variable.
• Bodily injury : Bodily injury claims typically involve individuals (other than our employees) who claim they were
injured while on our property or as a result of our operations.
• Property damage : Property damage claims generally involve claims by third parties for alleged damage to real or
personal property as a result of our operations. Such claims may occasionally include those made against us by
owners of property located near our communities.
Our self-insurance liability at each reporting date represents the estimated costs of reported claims, claims incurred but not
yet reported, and claim adjustment expenses. The amount of our self-insurance liability is based on an analysis performed by a
third-party actuary that uses our historical claim and expense data, as well as industry data to estimate these overall costs. Key
assumptions used in developing these estimates include claim frequencies, severities and resolution patterns, which can occur
over an extended period of time. These estimates are subject to variability due to the length of time between the delivery of a
home to a homebuyer and when a construction defect claim is made, and the ultimate resolution of such claim; uncertainties
regarding such claims relative to our markets and the types of product we build; and legal or regulatory actions and/or
interpretations, among other factors. Due to the degree of judgment involved and the potential for variability in these
underlying assumptions, our actual future costs could differ from those estimated. In addition, changes in the frequency and
severity of reported claims and the estimates to resolve claims can impact the trends and assumptions used in the actuarial
analysis, which could be material to our consolidated financial statements. Though state regulations vary, construction defect
claims are reported and resolved over a long period of time, which can extend for 10 years or more. As a result, the majority of
the estimated self-insurance liability based on the actuarial analysis relates to claims incurred but not yet reported. Therefore,
adjustments related to individual existing claims generally do not significantly impact the overall estimated liability.
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Adjustments to our liabilities related to homes delivered in prior years are recorded in the period in which a change in our
estimate occurs.
Our self-insurance liability is presented on a gross basis for all years without consideration of insurance recoveries and
amounts we have paid on behalf of and expect to recover from other parties, if any . Estimated probable insurance and other
recoveries of $ 22.6 million and $ 31.1 million are included in receivables in our consolidated balance sheets at November 30,
2024 and 2023 , respectively. These self-insurance recoveries are principally based on actuarially determined amounts and
depend on various factors, including, among other things, the above-described claim cost estimates, our insurance policy
coverage limits for the applicable policy year(s), historical third-party recovery rates, insurance industry practices, the
regulatory environment and legal precedent, and are subject to a high degree of variability from year to year. Because of the
inherent uncertainty and variability in these assumptions, our actual insurance recoveries could differ significantly from
amounts currently estimated.
The changes in our self-insurance liability were as follows (in thousands):
Years Ended November 30,
2024
2023
2022
Balance at beginning of year
$ 179,832
$ 175,977
$ 189,131
Self-insurance provided
21,663
18,351
21,926
Payments
( 16,008 )
( 20,896 )
( 21,984 )
Adjustments (a)
( 59 )
6,400
( 13,096 )
Balance at end of year
$ 185,428
$ 179,832
$ 175,977
(a) Represents net changes in estimated probable recoveries related to self-insurance, which are recorded in receivables, to
present our self-insurance liability on a gross basis, and an adjustment to increase our previously recorded liability by
$ 5.5 million in 2024, $ 6.5 million in 2023 and $ 7.0 million in 2022 . The 2022 amount was largely impacted by a change
in the actuarially determined estimate of probable recoveries associated with higher self-insured retention levels in our
more recent coverage years, and an insurance carrier’s payment of a portion of a townhome claim settlement reached in the
2022 first quarter.
For most of our claims, there is no interaction between our warranty liability and self-insurance liability. Typically, if a
matter is identified at its outset as either a warranty or self-insurance claim, it remains as such through its resolution. However,
there can be instances of interaction between the liabilities, such as where individual homeowners in a community separately
request warranty repairs to their homes to address a similar condition or issue and subsequently join together to initiate, or
potentially initiate, a legal process with respect to that condition or issue and/or the repair work we have undertaken. In these
instances, the claims and related repair work generally are initially covered by our warranty liability, and the costs associated
with resolving the legal matter (including any additional repair work) are covered by our self-insurance liability.
The payments we make in connection with claims and related repair work, whether covered within our warranty liability
and/or our self-insurance liability, may be recovered from our insurers to the extent such payments exceed the self-insured
retentions or deductibles under our general liability insurance policies. Also, in certain instances, in the course of resolving a
claim, we pay amounts in advance of and/or on behalf of an independent contractor(s) or their insurer(s) and believe we will be
reimbursed for such payments. Estimates of all such amounts, if any, are recorded as receivables in our consolidated balance
sheets when any such recovery is considered probable.
In addition to the risk that is effectively self-insured through our captive insurance subsidiary, we often obtain project-
specific insurance coverage for construction defect risk on attached projects ( e.g. , condominiums or townhomes) with policy
deductibles generally ranging from $ 50,000 to $ 250,000 . We record estimated liabilities and recoveries for projected losses
related to these projects on a gross basis, including for known claims as well as estimates for claims incurred but not yet
reported, to the extent such amounts are considered probable and estimable.
Florida Chapter 558 Actions . We and certain of our trade partners continue to receive claims from attorneys on behalf of
individual owners of our homes and/or homeowners’ associations that allege, pursuant to Chapter 558 of the Florida Statutes,
various construction defects, with most relating to stucco and water-intrusion issues. The claims primarily involve homes in
our Jacksonville, Orlando, and Tampa operations. Under Chapter 558, homeowners must serve written notice of a construction
defect(s) and provide the served construction and/or design contractor(s) with an opportunity to respond to the noticed issue(s)
before they can file a lawsuit. Although we have resolved many of these claims without litigation, and a number of others have
been resolved with applicable trade partners or their insurers covering the related costs, as of November 30, 2024 , we had
approximately 414 outstanding noticed claims, and some are scheduled for trial over the next few quarters and beyond. In
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addition, some of our trade partners’ insurers in some of these cases have informed us of their inability to continue to pay
claims-related costs. At November 30, 2024 , we had an accrual for our estimated probable loss for these matters and a
receivable for estimated probable insurance recoveries, including an estimate for claims incurred but not yet reported. While it
is reasonably possible that our losses could exceed the amounts accrued and our recoveries could be less than the amounts
recorded, at this time, we are unable to estimate the total amount of the loss in excess of the accrued amount and/or associated
with a shortfall in the recoveries that is reasonably possible as each of these is dependent on several factors, including the extent
of additional claims to be reported in future periods; the nature of any specific claims; our evaluation of the particular facts
surrounding each such claim; and the actions of third parties over which we have no control.
Pe r formance Bonds and Letters of Credit. We are often required to provide to various municipalities and other
government agencies performance bonds and/or letters of credit to secure the completion of our projects and/or in support of
obligations to build community improvements such as roads, sewers, water systems and other utilities, and to support similar
development activities by certain of our unconsolidated joint ventures. At November 30, 2024 , we had $ 1.33 billion of
performance bonds and $ 81.6 million of letters of credit outstanding. At November 30, 2023 , we had $ 1.32 billion of
performance bonds and $ 19.1 million of letters of credit outstanding. If any such performance bonds or letters of credit are
called, we would be obligated to reimburse the issuer of the performance bond or letter of credit. We do not believe that a
material amount of any currently outstanding performance bonds or letters of credit will be called. Performance bonds do not
have stated expiration dates. Rather, we are released from the performance bonds as the underlying performance is completed.
The expiration dates of some letters of credit issued in connection with community improvements coincide with the expected
completion dates of the related projects or obligations. Most letters of credit, however, are issued with an initial term of one
year and are typically extended on a year-to-year basis until the related performance obligations are completed.
Land Option Contracts and Other Similar Contracts. In the ordinary course of business, we enter into land option
contracts and other similar contracts to acquire rights to land for the construction of homes. At November 30, 2024 , we had
total cash deposits of $ 81.9 million to purchase land having an aggregate purchase price of $ 2.59 billion . Our land option
contracts and other similar contracts generally do not contain provisions requiring our specific performance.
Civil Subpoena . On October 2, 2023, we received a subpoena from the U.S. Department of Justice Civil Division, dated
September 27, 2023, to produce certain documents and testimony with respect to the inspection, rating, marketing and
advertising of our ENERGY STAR homes, including our contracts and/or communications with U.S. EPA and third-party
ENERGY STAR rating companies, real estate brokers, real estate appraisers, financial institutions and other parties, as well as
inspection-related guidelines, instructions, methods, policies, processes and procedures. We are cooperating with the
government, producing documents and information. As of the date of this report, we are unable to predict what actions the
government will take, if any; the timing or nature of the ultimate outcome in this matter; or the impact, if any, such outcome
may have on our business or consolidated financial statements. As a result, while a loss or penalty, if any, is reasonably
possible in this matter, it is not considered to be probable or estimable .
Note 18 . Legal Matters
We are involved in litigation and regulatory proceedings incidental to our business that are in various procedural stages.
We believe the accruals we have recorded for probable and reasonably estimable losses with respect to these proceedings are
adequate and that, as of November 30, 2024 , it was not reasonably possible that an additional material loss had been incurred in
an amount in excess of the estimated amounts already recognized or disclosed in our consolidated financial statements. We
evaluate our accruals for litigation and regulatory proceedings at least quarterly and, as appropriate, adjust them to reflect
(a) the facts and circumstances known to us at the time, including information regarding negotiations, settlements, rulings and
other relevant events and developments; (b) the advice and analyses of counsel; and (c) the assumptions and judgment of
management. Similar factors and considerations are used in establishing new accruals for proceedings as to which losses have
become probable and reasonably estimable at the time an evaluation is made. Our accruals for litigation and regulatory
proceedings are presented on a gross basis without consideration of recoveries and amounts we have paid on behalf of and
expect to recover from other parties, if any. Estimates of recoveries and amounts we have paid on behalf of and expect to
recover from other parties, if any, are recorded as receivables when such recoveries are considered probable. Based on our
experience, we believe the amounts that may be claimed or alleged against us in these proceedings are not a meaningful
indicator of our potential liability. The outcome of any of these proceedings, including the defense and other litigation-related
costs and expenses we may incur, however, is inherently uncertain and could differ significantly from the estimate reflected in a
related accrual, if made. Therefore, it is possible that the ultimate outcome of any proceeding, if in excess of a related accrual
or if an accrual had not been made, could be material to our consolidated financial statements. Pursuant to SEC rules, we will
disclose any proceeding in which a governmental authority is a party and that arises under any federal, state or local provisions
enacted or adopted regulating the discharge of materials into the environment or primarily for the purpose of protecting the
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environment only where we believe that such proceeding will result in monetary sanctions on us, exclusive of interest and costs,
above $1.0 million or is otherwise material to our consolidated financial statements.
Note 19 . Stockholders’ Equity
Preferred Stock. Prior to its April 30, 2024 expiration, we had in place a stockholder-approved rights agreement, and each
share of our common stock included a related preferred share purchase right, to help protect the benefits of our NOL s and other
deferred tax assets from an ownership change under Section 382. With the expiration of the rights agreement, which was
initially established in 2009, we de-listed and de-registered the related rights in August 2024. Additionally, per its authority
thereunder, our board of directors fixed October 10, 2024 as the expiration date for Article Ninth of our Restated Certificate of
Incorporation, as amended, which was also put in place in 2009 as a supplemental mechanism to help protect such NOL -related
benefits.
Common Stock. On April 7, 2022, our board of directors authorized us to repurchase up to $ 300.0 million of our
outstanding common stock. This authorization replaced a previous board of directors authorization, which had 331,400 shares
remaining for repurchase. In 2022, we repurchased 4,927,499 shares of our common stock on the open market pursuant to the
2022 authorization at a total cost of $ 150.0 million . As of November 30, 2022, there was $ 150.0 million of remaining
availability under this share repurchase authorization.
In the 2023 first quarter, we repurchased 1,965,442 shares of our common stock on the open market pursuant to the 2022
board of directors authorization at a total cost of $ 75.0 million . On March 21, 2023, our board of directors authorized us to
repurchase up to $ 500.0 million of our outstanding common stock. This authorization replaced the 2022 authorization. In the
2023 second, third and fourth quarters, we repurchased 7,278,995 shares of our common stock on the open market pursuant to
the 2023 authorization at a total cost of $ 336.4 million , bringing our total repurchases for the year ended November 30, 2023 to
9,244,437 shares of common stock at a total cost of $ 411.4 million . As of November 30, 2023, there was $ 163.6 million of
remaining availability under this share repurchase authorization.
In the 2024 first quarter, we repurchased 826,663 shares of our common stock in the open market pursuant to the 2023
board of directors authorization at a total cost of $ 50.0 million . On April 18, 2024, our board of directors authorized us to
repurchase up to $ 1.00 billion of our outstanding common stock. This authorization replaced the 2023 authorization, which had
$ 113.6 million remaining. In the 2024 second, third and fourth quarters, we repurchased 3,898,518 shares of our common stock
on the open market pursuant to the 2024 authorization at a total cost of $ 300.0 million , bringing our total repurchases for the
year ended November 30, 2024 to 4,725,181 shares of common stock at a total cost of $ 350.0 million . Repurchases under the
current authorization may occur periodically through open market purchases, privately negotiated transactions or otherwise,
with the timing and amount at management’s discretion and dependent on market, business and other conditions. This share
repurchase authorization will continue in effect until fully used or earlier terminated or suspended by our board of directors, and
does not obligate us to purchase any shares. As of November 30, 2024 , there was $ 700.0 million of remaining availability
under the 2024 share repurchase authorization.
The IRA imposed a nondeductible 1% excise tax on the net value of certain stock repurchases made after December 31,
2022. All dollar amounts presented in this report related to our share repurchases and our share repurchase authorizations
exclude such excise taxes, to the extent applicable, unless otherwise indicated.
In the 2024 first quarter, our board of directors declared a quarterly cash dividend of $ .20 per share of common stock. Our
board of directors approved a $ .05 per share increase in the quarterly cash dividend on our common stock to $ .25 per share in
the 2024 second quarter, and declared quarterly dividends at the new higher rate for the 2024 second, third and fourth quarters.
In the 2023 first and second quarters, our board of directors declared quarterly cash dividends of $ .15 per share of common
stock. Our board of directors approved a $ .05 per share increase in the quarterly cash dividend on our common stock to $ .20
per share in the 2023 third quarter, and declared quarterly dividends at the new higher rate for the 2023 third and fourth
quarters. In 2022 , our board of directors declared four quarterly cash dividends of $ .15 per share. All dividends declared
during 2024 , 2023 and 2022 were also paid during those years. Quarterly cash dividends declared and paid during 2024 , 2023
and 2022 totaled $ .95 per share, $ .70 per share and $ .60 per share, respectively.
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Treasury Stock. In addition to the shares purchased pursuant to our share repurchase program, we acquired $ 25.0 million ,
$ 14.2 million and $ 15.9 million of our common stock in 2024 , 2023 and 2022 , respectively. A portion of the common stock
acquired in 2024 , 2023 and 2022 consisted of previously issued shares delivered to us by employees to satisfy their withholding
tax obligations on the vesting of PSU s and restricted stock awards or of forfeitures of previous restricted stock awards.
Treasury stock is recorded at cost. Differences between the cost of treasury stock and the reissuance proceeds are recorded to
paid-in capital. These transactions are not considered repurchases under the share repurchase program described above. In
October 2024 , we retired 27,557,428 shares of our treasury stock. Upon the retirement of the treasury stock, we deducted the
par value from common stock and reflected the excess of cost over par value as a reduction to retained earnings.
Note 20. Accumulated Other Comprehensive Loss
The following table presents the changes in the balances of each component of accumulated other comprehensive loss (in
thousands):
Postretirement Benefit Plan Adjustments
Total
Accumulated
Other
Comprehensive
Loss
Balance at November 30, 2022
$ ( 5,575 )
Other comprehensive income before reclassifications
2,720
Amounts reclassified from accumulated other comprehensive loss
( 112 )
Income tax expense related to items of other comprehensive income
( 704 )
Other comprehensive income, net of tax
1,904
Balance at November 30, 2023
( 3,671 )
Other comprehensive income before reclassifications
416
Amounts reclassified from accumulated other comprehensive loss
( 461 )
Income tax expense related to items of other comprehensive loss
12
Other comprehensive loss, net of tax
( 33 )
Balance at November 30, 2024
$ ( 3,704 )
The amounts reclassified from accumulated other comprehensive loss consisted of the following (in thousands):
Years Ended November 30,
Details About Accumulated Other Comprehensive Loss Components
2024
2023
2022
Postretirement benefit plan adjustments
Amortization of net actuarial (gain) loss (a)
$ ( 461 )
$ ( 112 )
$ 1,090
(a) The accumulated other comprehensive loss component is included in the computation of net periodic benefit costs as
further discussed in Note 22 – Postretirement Benefits .
There is no estimated prior service cost expected to be amortized from accumulated other comprehensive loss into net
periodic benefit cost during 2025.
Note 21 . Employee Benefit and Stock Plans
Most of our employees are eligible to participate in the KB Home 401(k) Savings Plan (“ 401(k) Plan ”) under which we
match employee contributions up to 6 % of eligible compensation per payroll period. The aggregate cost of the 401(k) Plan to
us was $ 8.8 million in 2024 , $ 8.3 million in 2023 and $ 8.2 million in 2022 . The assets of the 401(k) Plan are held by a third-
party trustee, with an affiliate of the trustee managing some fund options offered by the 401(k) Plan. The 401(k) Plan
participants may direct the investment of their funds among one or more of the several fund options offered by the 401(k) Plan .
As of November 30, 2024 , 2023 and 2022 , approximately 6 % , 5 % and 3 % , respectively, of the 401(k) Plan ’s net assets at each
period were invested in our common stock.
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Approval of the Amended and Restated KB Home 2014 Equity Incentive Plan. We maintain one active equity
compensation plan, the Amended and Restated KB Home 2014 Equity Incentive Plan (“Amended and Restated 2014 Plan”),
with an aggregate share grant capacity for stock-based awards to our employees, non-employee directors and consultants of
18,200,000 shares. In addition, if an award made under the Amended and Restated KB Home 2014 Equity Incentive Plan
subsequently expires or is canceled, forfeited or settled for cash, then any shares associated with such award may, to the extent
of such expiration, cancellation, forfeiture or cash settlement, be used again for new grants under the plan, and shares tendered
or withheld to satisfy tax withholding obligations with respect to a full value award may be used again for new grants under the
plan. Under the Amended and Restated 2014 Plan, grants of stock options and other similar awards reduce the share grant
capacity on a 1 -for-1 basis, and grants of restricted stock and other similar “full value” awards reduce the share grant capacity
on a 1.78 -for-1 basis. Any shares that again become available for grant will be added back to the equity incentive plan’s
available grant capacity in the same manner in which they were initially deducted ( i.e ., 1-for-1 or 1.78-for-1). The Amended
and Restated 2014 Plan provides stock options may be awarded for periods of up to 10 years , and enables us to grant other
stock-based awards and cash bonuses.
Stock-Based Compensation. With the approval of the management development and compensation committee, consisting
entirely of independent members of our board of directors, we have provided compensation benefits to certain of our employees
in the form of stock options, restricted stock and PSU s. Certain stock-based compensation benefits are also provided to our
non-employee directors pursuant to the Non-Employee Directors Compensation Plan (“Director Plan”). Compensation expense
related to equity-based awards is included in selling, general and administrative expenses in our consolidated statements of
operations.
The following table presents our stock-based compensation expense (in thousands):
Years Ended November 30,
2024
2023
2022
Restricted stock
$ 10,699
$ 9,659
$ 8,743
PSUs
22,296
23,065
18,757
Director awards
1,475
1,888
1,964
Total
$ 34,470
$ 34,612
$ 29,464
Stock Options. Stock option transactions are summarized as follows:
Years Ended November 30,
2024
2023
2022
Options
Weighted
Average
Exercise
Price
Options
Weighted
Average
Exercise
Price
Options
Weighted
Average
Exercise
Price
Options outstanding at
beginning of year
1,109,567
$ 15.50
1,674,393
$ 15.56
1,674,393
$ 15.56
Granted
—
—
—
—
—
—
Exercised
( 691,426 )
15.09
( 564,826 )
15.68
—
—
Cancelled
—
—
—
—
—
—
Options outstanding at end of
year
418,141
$ 16.17
1,109,567
$ 15.50
1,674,393
$ 15.56
Options exercisable at end of
year
418,141
$ 16.17
1,109,567
$ 15.50
1,674,393
$ 15.56
Options available for grant at
end of year
7,794,922
8,245,553
3,260,585
There were no stock options granted in 2024 , 2023 or 2022 . We have not granted any stock option awards since 2016.
The total intrinsic value of stock options exercised was $ 32.7 million in 2024 and $ 17.4 million in 2023 . There were no stock
options exercised in 2022 . The aggregate intrinsic value of both stock options outstanding and stock options exercisable was
$ 27.8 million at November 30, 2024 , $ 40.6 million at November 30, 2023 , and $ 26.5 million at November 30, 2022 . The
intrinsic value of a stock option is the amount by which the market value of the underlying stock exceeds the price of the
option.
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Stock options outstanding and stock options exercisable at November 30, 2024 are summarized as follows:
Options Outstanding
Options Exercisable
Exercise Price
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life
Options
Weighted
Average
Exercise
Price
Weighted
Average
Remaining
Contractual
Life
$ 14.92
14,000
$ 14.92
0.9
14,000
$ 14.92
$ 16.21
404,141
16.21
1.8
404,141
16.21
$ 14.92 to $ 16.21
418,141
$ 16.17
1.8
418,141
$ 16.17
1.8
At November 30, 2024 , there was no unrecognized stock-based compensation expense related to stock option awards as all
these awards were fully vested.
Restricted Stock. From time to time, we grant restricted stock to various employees as a compensation benefit. During the
restriction periods, these employees are entitled to vote and to receive cash dividends on such shares. The restrictions imposed
with respect to the shares granted lapse in installments within, or in full at the end of, three years after their grant date if certain
conditions are met.
Restricted stock transactions are summarized as follows:
Years Ended November 30,
2024
2023
2022
Shares
Weighted
Average
per Share
Grant Date
Fair Value
Shares
Weighted
Average
per Share
Grant Date
Fair Value
Shares
Weighted
Average
per Share
Grant Date
Fair Value
Outstanding at
beginning of year
588,167
$ 21.29
543,886
$ 19.50
431,191
$ 19.22
Granted
181,287
74.46
329,209
41.78
347,131
27.49
Vested
( 292,217 )
37.48
( 268,696 )
42.12
( 192,840 )
29.09
Cancelled
( 20,097 )
35.88
( 16,232 )
32.24
( 41,596 )
38.58
Outstanding at end
of year
457,140
$ 50.45
588,167
$ 21.29
543,886
$ 19.50
As of November 30, 2024 , we had $ 20.0 million of total unrecognized compensation cost related to restricted stock awards
that will be recognized over a weighted average period of approximately three years .
Performance-Based Restricted Stock Units. On October 10, 2024, we granted PSUs to certain employees. Each PSU grant
corresponds to a target amount of our common stock (“ Award Shares ”). Each PSU entitles the recipient to receive a grant of
between 0 % and 200 % of the recipient’s Award Shares , and will vest based on our achieving, over a three -year period
commencing on December 1, 2024 and ending on November 30, 2027, specified levels of (a) cumulative adjusted earnings per
share; (b) average adjusted return on invested capital; and (c) revenue growth performance relative to a peer group of high-
production public homebuilding companies. The grant date fair value of each such PSU was $ 79.81 . Upon vesting, each PSU
recipient is entitled to receive a proportionate amount of credited cash dividends that are paid in respect of one share of our
common stock with a record date between the grant date and the date the compensation committee of our board of directors
determines the applicable performance achievements, if any. On October 5, 2023, we granted PSUs to certain employees with
similar terms as the 2024 PSU grants, except that the applicable performance period commenced on December 1, 2023 and
ends on November 30, 2026. The grant date fair value of each such PSU was $ 44.10 . On November 14, 2022, we granted
PSUs to certain employees with similar terms as the 2024 PSU grants, except that the applicable performance period
commenced on December 1, 2022 and ends on November 30, 2025. The grant date fair value of each such PSU was $ 30.12 .
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PSU transactions are summarized as follows:
Years Ended November 30,
2024
2023
2022
Shares
Weighted
Average
per Share
Grant Date
Fair Value
Shares
Weighted
Average
per Share
Grant Date
Fair Value
Shares
Weighted
Average
per Share
Grant Date
Fair Value
Outstanding at
beginning of year
1,225,415
$ 21.18
1,273,157
$ 19.70
1,392,864
$ 23.48
Granted
450,270
70.66
554,523
39.80
650,077
33.34
Vested
( 519,636 )
40.06
( 602,265 )
35.20
( 674,677 )
38.00
Cancelled
—
—
—
—
( 95,107 )
38.55
Outstanding at end
of year
1,156,049
$ 44.12
1,225,415
$ 21.18
1,273,157
$ 19.70
The number of shares of our common stock actually granted to a recipient, if any, when a PSU vests will depend on the
degree of achievement of the applicable performance measures during the applicable three -year period. The shares of our
common stock that were granted under the terms of PSUs that vested in 2024 included an aggregate of 259,818 additional
shares above the target amount awarded to the eligible recipients based on our achievement of certain levels of the three above-
described metrics over the three -year period from December 1, 2020 through November 30, 2023. Similarly, the shares of our
common stock that were granted under the terms of PSUs that vested in 2023 included an aggregate of 267,674 additional
shares above the target amount based on our achievement of certain levels of the three above-described metrics over the period
from December 1, 2019 through November 30, 2022, and the shares of our common stock that were granted under the terms of
PSUs that vested in 2022 included an aggregate of 265,782 additional shares above the target amount based on our achievement
of certain levels of the three above-described metrics over the period from December 1, 2018 through November 30, 2021. The
PSUs do not have dividend or voting rights during the performance period. Compensation cost for PSUs is initially estimated
based on target performance achievement and adjusted as appropriate throughout the performance period. Accordingly, future
compensation costs associated with outstanding PSUs may increase or decrease based on the probability and extent of
achievement with respect to the applicable performance measures. At November 30, 2024 , we had $ 47.1 million of total
unrecognized compensation cost related to unvested PSUs, which is expected to be recognized over a weighted-average period
of approximately three years .
Director Awards. We have granted deferred common stock awards to our non-employee directors pursuant to the terms of
the Director Plan and elections made by each director. At November 30, 2024 , 2023 and 2022 , the aggregate outstanding
deferred common stock awards granted under the Director Plan were 86,504 , 271,683 and 409,648 , respectively. In addition,
we have granted common stock on an unrestricted basis to our non-employee directors on the grant date pursuant to the
Director Plan and elections made by each director.
Grantor Stock Ownership Trust. At November 30, 2023, we had a grantor stock ownership trust (“ Trust ”), which was
established in 1999 and administered by a third-party trustee, that held and distributed the shares of common stock acquired to
support certain employee compensation and employee benefit obligations under our existing stock option plan, the 401(k) Plan
and other employee benefit plans. For financial reporting purposes, the Trust was consolidated with us, and therefore any
dividend transactions between us and the Trust were eliminated. Acquired shares held by the Trust were valued at the market
price on the date of purchase and shown as a reduction to stockholders’ equity in the consolidated balance sheets. The
difference between the Trust share value and the market value on the date shares were released from the Trust was included in
paid-in capital. Common stock held in the Trust was not considered outstanding in the computations of earnings per share. The
Trust terminated on September 30, 2024. The 6,705,247 shares held by the Trust were transferred to treasury stock.
Note 22 . Postretirement Benefits
We have a supplemental non-qualified, unfunded retirement plan, the KB Home Retirement Plan (“ Retirement Plan ”),
effective as of July 11, 2002, pursuant to which we have offered to pay supplemental pension benefits to certain designated
individuals (consisting of current and former employees) in connection with their retirement. The Retirement Plan was closed
to new participants in 2004. We also have an unfunded death benefit plan, the KB Home Death Benefit Only Plan (“ DBO
Plan ”), implemented on November 1, 2001, for certain designated individuals (consisting of current and former employees).
The DBO Plan was closed to new participants in 2006.
92
In connection with these plans and two other minor benefit programs, we have purchased cost recovery life insurance
contracts on the lives of the designated individuals. The insurance contracts associated with the Retirement Plan and DBO Plan
are held by a trust. The trust is the owner and beneficiary of such insurance contracts. The amount of the insurance coverage
under the contracts is designed to provide sufficient funds to cover all costs of the plans if assumptions made as to employment
term, mortality experience, policy earnings and other factors, as applicable, are realized. The cash surrender value of the
Retirement Plan life insurance contracts was $ 31.4 million at November 30, 2024 and $ 33.1 million at November 30, 2023 . We
recognized investment gains on the cash surrender value of the Retirement Plan life insurance contracts of $.8 million in 2024
and $.1 million in 2023 , and an investment loss of $ 3.1 million in 2022 . In 2024 , 2023 and 2022 , we paid $ 2.4 million , $ 2.3
million and $ 2.0 million , respectively, in benefits under the Retirement Plan to eligible former employees. The cash surrender
value of the DBO Plan life insurance contracts was $ 17.3 million at November 30, 2024 and $ 16.9 million at November 30,
2023 . We recognized investment gains on the cash surrender value of the DBO Plan life insurance contracts of $.5 million in
2024 and $.1 million in 2023 , and an investment loss of $ 1.5 million in 2022 . In 2024 and 2022, we paid $.3 million and $.7
million , respectively, in benefits under the DBO Plan. We paid no benefits under the DBO Plan in 2023.
The net periodic benefit cost of our Retirement Plan and DBO Plan is included in selling, general and administrative
expenses in our consolidated statements of operations and consisted of the following (in thousands):
Years Ended November 30,
2024
2023
2022
Interest cost
$ 3,042
$ 2,884
$ 1,853
Service cost
695
720
1,132
Amortization of net actuarial (gain) loss
( 438 )
( 112 )
998
Total
$ 3,299
$ 3,492
$ 3,983
The liabilities related to these plans were $ 60.8 million at November 30, 2024 and $ 60.1 million at November 30, 2023 ,
and are included in accrued expenses and other liabilities in the consolidated balance sheets. For the years ended November 30,
2024 and 2023 , the discount rates we used for the plans were approximately 4.9 % and 5.2 % , respectively.
B enefit payments under our Retirement Plan and DBO Plan are expected to be paid during each year ending November 30
as follows: 2025 — $ 3.3 million ; 2026 — $ 3.5 million ; 2027 — $ 4.1 million ; 2028 — $ 4.7 million ; 2029 — $ 4.9 million ; and
for the five years ended November 30, 2034 — $ 23.7 million in the aggregate.
Note 23. Supplemental Disclosure to Consolidated Statements of Cash Flows
The following are supplemental disclosures to the consolidated statements of cash flows (in thousands):
Years Ended November 30,
2024
2023
2022
Summary of cash and cash equivalents at the end of the year:
Homebuilding
$ 597,973
$ 727,076
$ 328,517
Financial services
1,220
266
1,681
Total
$ 599,193
$ 727,342
$ 330,198
Supplemental disclosure of cash flow information:
Interest paid, net of amounts capitalized
$ 585
$ 598
$ ( 5,435 )
Income taxes paid
196,730
142,232
248,976
Income taxes refunded
5,502
1
452
Supplemental disclosure of non-cash activities:
Increase in inventories due to distributions of land and land
development from an unconsolidated joint venture
8,402
9,533
13,524
Increase (decrease) in consolidated inventories not owned
4,516
16,427
( 21,433 )
Inventories acquired through seller financing
3,149
2,891
—
93
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Stockholders and the Board of Directors of KB Home:
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of KB Home (the Company) as of November 30, 2024 and
2023 , the related consolidated statements of operations, comprehensive income, stockholders’ equity, and cash flows for each
of the three years in the period ended November 30, 2024 , and the related notes (collectively referred to as the “consolidated
financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial
position of the Company at November 30, 2024 and 2023 , and the results of its operations and its cash flows for each of the
three years in the period ended November 30, 2024 , in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United
States) (PCAOB), the Company’s internal control over financial reporting as of November 30, 2024 , based on criteria
established in Internal Control — Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway
Commission (2013 framework) and our report dated January 24, 2025 expressed an unqualified opinion thereon.
Basis for Opinion
These financial statements are the responsibility of the Company’s management. Our responsibility is to express an
opinion on the Company’s financial statements based on our audits. We are a public accounting firm registered with the
PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and
the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.
We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement,
whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the
financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures
included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audits also
included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the
overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.
Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements
that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures
that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments. The
communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken
as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit
matter or on the accounts or disclosures to which it relates.
94
Self-insurance Liabilities and Recoveries
Description of the Matter
At November 30, 2024 , the Company’s self-insurance liability was $185.4 million , and
receivables for estimated probable insurance and other recoveries related to self-insurance
claims totaled $22.6 million . As disclosed in Note 17 to the consolidated financial
statements, the Company’s self-insurance liability for construction defects is based on an
analysis prepared by a third-party actuary that uses historical claim and expense data as
well as industry data to estimate the cost of all unpaid losses, including estimates related
to claims incurred but not yet reported. Key assumptions used in developing these
estimates include claim frequencies, severities and resolution patterns, which can occur
over an extended period of time. Self-insurance recoveries are principally based on
actuarially determined amounts and consider the claim cost estimates described above,
applicable insurance policy coverage limits, historical recovery rates, and other factors.
Auditing the Company’s self-insurance liability and related recoveries is complex and
highly judgmental due to the complexity of the actuarial methods used to estimate the
losses and related recoveries and degree of subjective judgment required to assess the
underlying assumptions, which required us to involve our actuarial specialists. These
estimates are subject to variability due to the length of time between the delivery of a
home to a homebuyer and when a construction defect claim is made and ultimately
resolved; uncertainties regarding such claims relative to the markets and types of products
built; and legal or regulatory actions and interpretations, among other factors.
How We Addressed the Matter in
Our Audit
We obtained an understanding, evaluated the design, and tested the operating
effectiveness of controls over the Company’s self-insurance liability and recoveries
estimation process including controls over the data and assumptions used in the analysis.
To test the Company’s self-insurance liability and related recoveries, our audit procedures
included, among others, testing the completeness and accuracy of the underlying claims
and recovery data utilized by the Company’s third-party actuary, testing the existence and
terms of third-party insurance policies, and involving our actuarial specialist to assist in
our evaluation of the methodologies and assumptions applied by management’s third-
party actuary. Additionally, we compared the Company’s recorded self-insurance
liability and related recoveries to estimated ranges which our actuarial specialist
developed based on independently selected assumptions.
/s/ Ernst & Young LLP
We have served as the Company’s auditor since 1991.
Los Angeles, California
January 24, 2025
95
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
None.