LENNAR CORP /NEW/ 10-Q

Item 1. Financial Statements Lennar Corporation and Subsidiaries Condensed Consolidated Balance Sheets (Dollars in thousands) (Unaudited) May 31, November 30, 2023 (1) 2022 (1) ASSETS Homebuilding: Cash and cash equivalents $ 4,004,679 4,616,124 Restricted cash 19,000 23,046 Receivables, net 619,720 673,980 Inventories: Finished homes and construction in progress 12,190,243 11,718,507 Land and land under development 7,114,082 7,382,273 Consolidated inventory not owned 2,382,495 2,331,231 Total inventories 21,686,820 21,432,011 Investments in unconsolidated entities 1,137,189 1,173,164 Goodwill 3,442,359 3,442,359 Other assets 1,582,299 1,323,478 32,492,066 32,684,162 Financial Services 2,264,658 3,254,257 Multifamily 1,309,548 1,257,337 Lennar Other 791,415 788,539 Total assets $ 36,857,687 37,984,295 (1) Under certain provisions of Accounting Standards Codification ("ASC") Topic 810, Consolidations ("ASC 810"), the Company is required to separately disclose on its condensed consolidated balance sheets the assets owned by consolidated variable interest entities ("VIEs") and liabilities of consolidated VIEs as to which neither Lennar Corporation, nor any of its subsidiaries, has any obligations. As of May 31, 2023, total assets include $ 1.6 billion related to consolidated VIEs of which $ 30.6 million is included in Homebuilding cash and cash equivalents, $ 0.3 million in Homebuilding receivables, net, $ 59.0 million in Homebuilding finished homes and construction in progress, $ 779.1 million in Homebuilding land and land under development, $ 622.4 million in Homebuilding consolidated inventory not owned, $ 0.5 million in Homebuilding investments in unconsolidated entities, $ 23.5 million in Homebuilding other assets, $ 34.4 million in Multifamily assets and $ 6.9 million in Lennar Other assets. As of November 30, 2022, total assets include $ 1.4 billion related to consolidated VIEs of which $ 56.9 million is included in Homebuilding cash and cash equivalents, $ 0.3 million in Homebuilding receivables, net, $ 29.4 million in Homebuilding finished homes and construction in progress, $ 736.5 million in Homebuilding land and land under development, $ 533.8 million in Homebuilding consolidated inventory not owned, $ 1.0 million in Homebuilding investments in unconsolidated entities, $ 23.0 million in Homebuilding other assets, $ 33.2 million in Multifamily assets and $ 9.0 million in Lennar Other assets. See accompanying notes to condensed consolidated financial statements. 3 Lennar Corporation and Subsidiaries Condensed Consolidated Balance Sheets (Continued) (In thousands, except share amounts) (Unaudited) May 31, November 30, 2023 (2) 2022 (2) LIABILITIES AND EQUITY Homebuilding: Accounts payable $ 1,700,895 1,616,128 Liabilities related to consolidated inventory not owned 2,014,506 1,967,551 Senior notes and other debts payable, net 3,852,258 4,047,294 Other liabilities 2,433,038 3,347,673 10,000,697 10,978,646 Financial Services 1,311,928 2,353,904 Multifamily 298,523 313,484 Lennar Other 85,420 97,894 Total liabilities 11,696,568 13,743,928 Stockholders’ equity: Preferred stock — — Class A common stock of $ 0.10 par value; Authorized: May 31, 2023 and November 30, 2022 - 400,000,000 shares; Issued: May 31, 2023 - 258,433,210 shares and November 30, 2022 - 256,084,147 shares 25,843 25,608 Class B common stock of $ 0.10 par value; Authorized: May 31, 2023 and November 30, 2022 - 90,000,000 shares; Issued: May 31, 2023 - 36,601,215 shares and November 30, 2022 - 36,601,215 shares 3,660 3,660 Additional paid-in capital 5,546,128 5,417,796 Retained earnings 20,111,368 18,861,417 Treasury stock, at cost; May 31, 2023 - 5,907,705 shares of Class A common stock and 1,703,974 shares of Class B common stock; November 30, 2022 - 2,455,387 shares of Class A common stock and 419,860 shares of Class B common stock ( 675,686 ) ( 210,389 ) Accumulated other comprehensive income 3,832 2,408 Total stockholders’ equity 25,015,145 24,100,500 Noncontrolling interests 145,974 139,867 Total equity 25,161,119 24,240,367 Total liabilities and equity $ 36,857,687 37,984,295 (2) As of May 31, 2023, total liabilities include $ 715.3 million related to consolidated VIEs as to which there was no recourse against the Company, of which $ 85.6 million is included in Homebuilding accounts payable, $ 597.9 million in Homebuilding liabilities related to consolidated inventory not owned, $ 25.9 million in Homebuilding senior notes and other debts payable, $ 3.9 million in Multifamily liabilities and $ 2.0 million in Lennar Other liabilities. As of November 30, 2022, total liabilities include $ 620.4 million related to consolidated VIEs as to which there was no recourse against the Company, of which $ 66.9 million is included in Homebuilding accounts payable, $ 510.9 million in Homebuilding liabilities related to consolidated inventory not owned, $ 29.4 million in Homebuilding senior notes and other debt payable, $ 7.2 million in Homebuilding other liabilities, $ 3.8 million in Multifamily liabilities and $ 2.2 million in Lennar Other liabilities. See accompanying notes to condensed consolidated financial statements. 4 Lennar Corporation and Subsidiaries Condensed Consolidated Statements of Operations and Comprehensive Income (In thousands, except per share amounts) (Unaudited) Three Months Ended Six Months Ended May 31, May 31, 2023 2022 2023 2022 Revenues: Homebuilding $ 7,670,017 7,977,982 13,826,322 13,730,187 Financial Services 222,979 200,166 405,960 376,867 Multifamily 151,744 176,021 295,267 443,380 Lennar Other 411 4,527 8,031 11,778 Total revenues 8,045,151 8,358,696 14,535,580 14,562,212 Costs and expenses: Homebuilding 6,438,957 6,105,153 11,713,671 10,747,051 Financial Services 110,380 96,231 214,624 182,141 Multifamily 154,354 175,152 303,310 438,889 Lennar Other 6,795 8,236 13,271 13,643 Corporate general and administrative 124,752 105,207 250,858 218,868 Charitable foundation contribution 17,074 16,549 30,733 29,087 Total costs and expenses 6,852,312 6,506,528 12,526,467 11,629,679 Equity in loss from unconsolidated entities ( 49,755 ) ( 11,807 ) ( 80,942 ) ( 21,559 ) Other income (expense), net and other gains (losses) ( 9,960 ) ( 7,562 ) 13,360 ( 6,270 ) Lennar Other unrealized gains (losses) from technology investments 25,497 ( 77,965 ) 1,543 ( 473,135 ) Earnings before income taxes 1,158,621 1,754,834 1,943,074 2,431,569 Provision for income taxes ( 280,879 ) ( 432,276 ) ( 466,024 ) ( 599,696 ) Net earnings (including net earnings attributable to noncontrolling interests) 877,742 1,322,558 1,477,050 1,831,873 Less: Net earnings attributable to noncontrolling interests 6,048 1,802 8,822 7,536 Net earnings attributable to Lennar $ 871,694 1,320,756 1,468,228 1,824,337 Other comprehensive income, net of tax: Net unrealized gain on securities available-for-sale $ 573 62 1,424 804 Reclassification adjustments for gain included in earnings, net of tax — — — 2,285 Total other comprehensive income, net of tax $ 573 62 1,424 3,089 Total comprehensive income attributable to Lennar $ 872,267 1,320,818 1,469,652 1,827,426 Total comprehensive income attributable to noncontrolling interests $ 6,048 1,802 8,822 7,536 Basic earnings per share $ 3.01 4.50 5.07 6.17 Diluted earnings per share $ 3.01 4.49 5.07 6.16 See accompanying notes to condensed consolidated financial statements. 5 Lennar Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows (In thousands) (Unaudited) Six Months Ended May 31, 2023 2022 Cash flows from operating activities: Net earnings (including net earnings attributable to noncontrolling interests) $ 1,477,050 1,831,873 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 44,039 39,519 Amortization of discount/premium on debt, net ( 1,691 ) ( 959 ) Equity in loss from unconsolidated entities 80,942 21,559 Distributions of earnings from unconsolidated entities 16,657 11,050 Share-based compensation expense 126,731 116,510 Deferred income tax benefit ( 131,520 ) ( 82,461 ) Gain on repurchases of senior notes ( 724 ) — Loans held-for-sale unrealized loss 23,563 27,037 Lennar Other unrealized (gains) losses from technology investments and other (gains) losses 1,000 482,829 Gain on sale of other assets and operating properties and equipment ( 3,726 ) ( 7,572 ) Valuation adjustments and write-offs of option deposits, pre-acquisition costs and other assets 85,117 14,611 Changes in assets and liabilities: Decrease in receivables 435,880 126,247 (Increase) decrease in inventories, excluding valuation adjustments and write-offs of option deposits and pre-acquisition costs 10,741 ( 3,114,358 ) Increase in other assets ( 111,955 ) ( 26,053 ) Decrease in loans held-for-sale 577,891 336,083 (Decrease) increase in accounts payable and other liabilities ( 991,319 ) 276,695 Net cash provided by operating activities 1,638,676 52,610 Cash flows from investing activities: Net additions of operating properties and equipment ( 31,268 ) ( 10,866 ) Proceeds from the sale of operating properties and equipment and other assets 7,762 18,247 Investments in and contributions to unconsolidated entities ( 108,306 ) ( 261,372 ) Distributions of capital from unconsolidated entities 46,499 239,123 Proceeds from sale of commercial mortgage-backed securities bonds — 9,191 Decrease in Financial Services loans held-for-investment 8,882 16,576 Purchases of investment securities ( 7,000 ) ( 78,769 ) Proceeds from maturities/sales of investment securities 2,859 3,102 Net cash used in investing activities $ ( 80,572 ) ( 64,768 ) See accompanying notes to condensed consolidated financial statements. 6 Lennar Corporation and Subsidiaries Condensed Consolidated Statements of Cash Flows (Continued) (In thousands) (Unaudited) Six Months Ended May 31, 2023 2022 Cash flows from financing activities: Net repayments under warehouse facilities $ ( 978,053 ) ( 404,060 ) Repurchases of senior notes ( 157,764 ) — Principal payments on notes payable and other borrowings ( 34,515 ) ( 22,600 ) Proceeds from liabilities related to consolidated inventory not owned 186,889 557,498 Payments related to consolidated inventory not owned ( 372,687 ) ( 347,017 ) Payments related to other liabilities, net ( 2,621 ) — Receipts related to noncontrolling interests 4,918 18,095 Payments related to noncontrolling interests ( 20,623 ) ( 65,521 ) Common stock: Repurchases ( 465,297 ) ( 905,543 ) Dividends ( 218,277 ) ( 220,968 ) Net cash used in financing activities ( 2,058,030 ) ( 1,390,116 ) Net decrease in cash and cash equivalents and restricted cash ( 499,926 ) ( 1,402,274 ) Cash and cash equivalents and restricted cash at beginning of period 4,815,770 2,955,683 Cash and cash equivalents and restricted cash at end of period $ 4,315,844 1,553,409 Summary of cash and cash equivalents and restricted cash: Homebuilding $ 4,004,679 1,314,741 Financial Services 259,738 138,662 Multifamily 18,539 61,190 Lennar Other 4,775 2,151 Homebuilding restricted cash 19,000 28,440 Financial Services restricted cash 9,113 8,225 $ 4,315,844 1,553,409 Supplemental disclosures of non-cash investing and financing activities: Homebuilding and Multifamily: Purchases of inventories financed by sellers $ — 33,643 Non-cash contributions to unconsolidated entities 120 141,297 Consolidation/deconsolidation of unconsolidated/consolidated entities, net: Inventories $ — 82,514 Other assets — 43 Investments in unconsolidated entities — ( 69,056 ) Other liabilities — ( 435 ) Noncontrolling interests — ( 13,066 ) See accompanying notes to condensed consolidated financial statements. 7 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (1) Basis of Presentation Basis of Consolidation The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP") for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended November 30, 2022. The basis of consolidation is unchanged from the disclosure in the Company's Notes to Consolidated Financial Statements section in its Annual Report on Form 10-K for the year ended November 30, 2022. In the opinion of management, all adjustments (consisting of normal recurring adjustments) necessary for the fair presentation of the accompanying condensed consolidated financial statements have been made. Seasonality The Company has historically experienced, and expects to continue to experience, variability in quarterly results. The condensed consolidated statements of operations for the three and six months ended May 31, 2023 are not necessarily indicative of the results to be expected for the full year. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Cash and Cash Equivalents Homebuilding cash and cash equivalents as of May 31, 2023 and November 30, 2022 included $ 231.4 million and $ 1.0 billion, respectively, of cash held in escrow for approximately two days . Share-based Payments During both the three months ended May 31, 2023 and 2022, the Company granted employees an immaterial number of nonvested shares. During the six months ended May 31, 2023 and 2022, the Company granted employees 2.0 million and 1.4 million of nonvested shares, respectively. Recently Adopted Accounting Pronouncements In March 2020, the Financial Accounting Standards Board (FASB) issued ASU 2020-04, “Reference Rate Reform,” which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the discontinuation of the London Interbank Offered Rate (LIBOR) or by another reference rate expected to be discontinued. The guidance was effective beginning March 12, 2020 and can be applied prospectively through December 31, 2024, with earlier adoption permitted. In January 2021, the FASB issued ASU 2021-01, “Reference Rate Reform - Scope, ” which clarified the scope and application of the original guidance. In December 2022, the FASB issued ASU 2022-06, "Reference Rate Reform - Deferral of the Sunset Date of Topic 848," which defers the sunset date from December 31, 2022 to December 31, 2024. The adoption of ASU 2020-04 did not have a material impact on the Company's condensed consolidated financial statements. Reclassifications Certain amounts in the Company's condensed consolidated statement of operations of prior year have been reclassified to conform to the fiscal 2023 presentation. (2) Operating and Reporting Segments The Company's homebuilding operations construct and sell homes primarily for first-time, move-up and active adult homebuyers primarily under the Lennar brand name. In addition, the Company's homebuilding operations purchase, develop and sell land to third parties. The Company's chief operating decision makers manage and assess the Company’s performance at a regional level. Therefore, the Company performed an assessment of its operating segments in accordance with ASC 280, Segment Reporting , and determined that the following are its operating and reportable segments: Homebuilding segments: (1) East (2) Central (3) Texas (4) West (5) Financial Services 8 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) (6) Multifamily (7) Lennar Other The assets and liabilities related to the Company’s segments were as follows: (In thousands) May 31, 2023 Assets: Homebuilding Financial Services Multifamily Lennar Other Total Cash and cash equivalents $ 4,004,679 259,738 18,539 4,775 4,287,731 Restricted cash 19,000 9,113 — — 28,113 Receivables, net (1) 619,720 354,548 115,865 — 1,090,133 Inventories 21,686,820 — 479,812 — 22,166,632 Loans held-for-sale (2) — 1,175,280 — — 1,175,280 Investments in equity securities (3) — — — 412,593 412,593 Investments available-for-sale (4) — — — 36,906 36,906 Loans held-for-investment, net — 36,717 — — 36,717 Investments held-to-maturity — 141,360 — — 141,360 Investments in unconsolidated entities 1,137,189 — 629,649 292,086 2,058,924 Goodwill 3,442,359 189,699 — — 3,632,058 Other assets 1,582,299 98,203 65,683 45,055 1,791,240 $ 32,492,066 2,264,658 1,309,548 791,415 36,857,687 Liabilities: Notes and other debts payable, net $ 3,852,258 1,157,040 16,912 — 5,026,210 Accounts payable and other liabilities 6,148,439 154,888 281,611 85,420 6,670,358 $ 10,000,697 1,311,928 298,523 85,420 11,696,568 (In thousands) November 30, 2022 Assets: Homebuilding Financial Services Multifamily Lennar Other Total Cash and cash equivalents $ 4,616,124 139,378 17,827 5,391 4,778,720 Restricted cash 23,046 14,004 — — 37,050 Receivables, net (1) 673,980 826,163 114,134 — 1,614,277 Inventories 21,432,011 — 430,442 — 21,862,453 Loans held-for-sale (2) — 1,776,311 — — 1,776,311 Investments in equity securities (3) — — — 391,026 391,026 Investments available-for-sale (4) — — — 35,482 35,482 Loans held-for-investment, net — 45,636 — — 45,636 Investments held-to-maturity — 143,251 — — 143,251 Investments in unconsolidated entities 1,173,164 — 648,126 316,523 2,137,813 Goodwill 3,442,359 189,699 — — 3,632,058 Other assets 1,323,478 119,815 46,808 40,117 1,530,218 $ 32,684,162 3,254,257 1,257,337 788,539 37,984,295 Liabilities: Notes and other debts payable, net $ 4,047,294 2,135,093 16,749 — 6,199,136 Accounts payable and other liabilities 6,931,352 218,811 296,735 97,894 7,544,792 $ 10,978,646 2,353,904 313,484 97,894 13,743,928 (1) Receivables, net for Financial Services primarily related to loans sold to investors for which the Company had not yet been paid as of May 31, 2023 and November 30, 2022, respectively. (2) Loans held-for-sale related to unsold residential and commercial loans carried at fair value. (3) Investments in equity securities include investments of $ 185.0 million and $ 178.0 million without readily available fair values as of both May 31, 2023 and November 30, 2022, respectively. (4) Investments available-for-sale are carried at fair value with changes in fair value recorded as a component of accumulated other comprehensive income (loss) on the condensed consolidated balance sheet. 9 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) Financial information relating to the Company’s segments was as follows: Three Months Ended Six Months Ended May 31, May 31, (In thousands) 2023 2022 2023 2022 Revenues: Homebuilding $ 7,670,017 7,977,982 13,826,322 13,730,187 Financial Services 222,979 200,166 405,960 376,867 Multifamily (1) 151,744 176,021 295,267 443,380 Lennar Other 411 4,527 8,031 11,778 $ 8,045,151 8,358,696 14,535,580 14,562,212 Earnings (loss) before income taxes: Homebuilding $ 1,214,409 1,880,411 2,121,248 2,990,261 Financial Services 112,599 103,935 191,336 194,726 Multifamily ( 8,162 ) 668 ( 29,763 ) 6,095 Lennar Other ( 18,399 ) ( 108,424 ) ( 58,156 ) ( 511,558 ) Corporate and Unallocated (2) ( 141,826 ) ( 121,756 ) ( 281,591 ) ( 247,955 ) $ 1,158,621 1,754,834 1,943,074 2,431,569 (1) Revenues for Multifamily for the six months ended May 31, 2022, included $ 147.8 million of land sales to unconsolidated entities. (2) Corporate and unallocated consists primarily of corporate general and administrative expenses and charitable foundation contributions. Homebuilding Segments Information about homebuilding activities in states which are not economically similar to other states in the same geographic area is grouped under "Homebuilding Other," which is not considered a reportable segment. Evaluation of segment performance is based primarily on operating earnings (loss) before income taxes. Operations of the Company’s Homebuilding segments primarily include the construction and sale of single-family attached and detached homes as well as the purchase, development and sale of residential land directly and through the Company’s unconsolidated entities. Operating earnings (loss) for the Homebuilding segments consist of revenues generated from the sales of homes and land, other revenues from management fees and forfeited deposits, equity in earnings (loss) from unconsolidated entities and other income (expense), net, less the cost of homes sold and land sold, and selling, general and administrative expenses incurred by the segment. Homebuilding Other also includes management of a fund that acquires single-family homes and holds them as rental properties. The Company’s reportable Homebuilding segments and all other homebuilding operations not required to be reported separately have homebuilding divisions located in: East: Alabama, Florida, New Jersey, Pennsylvania and South Carolina Central: Georgia, Illinois, Indiana, Maryland, Minnesota, North Carolina, Tennessee and Virginia Texas: Texas West: Arizona, California, Colorado, Idaho, Nevada, Oregon, Utah and Washington Other: Urban divisions and other homebuilding related investments primarily in California, including FivePoint Holdings, LLC ("FivePoint") The assets related to the Company’s homebuilding segments were as follows: May 31, November 30, 2023 2022 (In thousands) East $ 7,027,996 6,877,581 Central 4,115,812 4,010,610 Texas 3,522,252 3,742,663 West 11,854,686 12,182,709 Other 1,391,807 1,382,864 Corporate and Unallocated 4,579,513 4,487,735 Total Homebuilding $ 32,492,066 32,684,162 10 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) Financial information relating to the Company’s homebuilding segments was as follows: Three Months Ended Six Months Ended May 31, May 31, (In thousands) 2023 2022 2023 2022 Revenues East $ 2,323,281 2,214,451 4,199,258 3,884,637 Central 1,412,408 1,283,990 2,460,415 2,393,262 Texas 1,141,612 1,095,500 2,163,664 1,908,119 West 2,781,097 3,370,462 4,986,158 5,521,260 Other 11,619 13,579 16,827 22,909 $ 7,670,017 7,977,982 13,826,322 13,730,187 Operating earnings (loss) East $ 505,923 553,819 930,119 905,814 Central 215,076 206,795 345,598 358,873 Texas 183,041 272,857 308,360 444,169 West 355,472 847,849 585,972 1,289,297 Other ( 45,103 ) ( 909 ) ( 48,801 ) ( 7,892 ) $ 1,214,409 1,880,411 2,121,248 2,990,261 Financial Services Operations of the Financial Services segment include mortgage financing, title and closing services primarily for buyers of the Company’s homes. They also include originating and selling into securitizations commercial mortgage loans through its LMF Commercial business. Financial Services’ operating earnings consist of revenues generated primarily from mortgage financing, title and closing services, and property and casualty insurance, less the cost of such services and certain selling, general and administrative expenses incurred by the segment. The Financial Services segment operates generally in the same states as the Company’s homebuilding operations. At May 31, 2023, the Financial Services warehouse facilities were all 364 -day repurchase facilities and were used to fund residential mortgages or commercial mortgages for LMF Commercial as follows: (In thousands) Maximum Aggregate Commitment Residential facilities maturing: June 2023 (1) $ 200,000 December 2023 500,000 April 2024 500,000 May 2024 600,000 Total residential facilities $ 1,800,000 LMF Commercial facilities maturing: July 2023 $ 50,000 November 2023 100,000 December 2023 400,000 Total LMF commercial facilities $ 550,000 Total $ 2,350,000 (1) Subsequent to May 31, 2023, the maturity date was extended to June 2024. The Financial Services segment uses residential mortgage loan warehouse facilities to finance its residential lending activities until the mortgage loans are sold to investors and the proceeds are collected. The facilities are non-recourse to the Company and are expected to be renewed or replaced with other facilities when they mature. The LMF Commercial facilities finance LMF Commercial loan originations and securitization activities and were secured by up to 80 % interests in the originated commercial loans financed. 11 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) Borrowings and collateral under the facilities were as follows: (In thousands) May 31, 2023 November 30, 2022 Borrowings under the residential facilities $ 1,020,958 1,877,411 Collateral under the residential facilities 1,054,138 1,950,155 Borrowings under the LMF Commercial facilities 4,425 124,399 If the facilities are not renewed or replaced, the borrowings under the lines of credit will be repaid by selling the mortgage loans held-for-sale to investors and by collecting receivables on loans sold but not yet paid for. Without the facilities, the Financial Services segment would have to use cash from operations and other funding sources to finance its lending activities. Substantially all of the residential loans the Financial Services segment originates are sold within a short period in the secondary mortgage market on a servicing released, non-recourse basis. After the loans are sold, the Company retains potential liability for possible claims by purchasers that it breached certain limited industry-standard representations and warranties in the loan sale agreements. Purchasers sometimes try to defray losses by purporting to have found inaccuracies related to sellers’ representations and warranties in particular loan sale agreements. Mortgage investors could seek to have the Company buy back mortgage loans or compensate them for losses incurred on mortgage loans that the Company has sold based on claims that the Company breached its limited representations or warranties. The Company’s mortgage operations have established accruals for possible losses associated with mortgage loans previously originated and sold to investors. The Company establishes accruals for such possible losses based upon, among other things, an analysis of repurchase requests received, an estimate of potential repurchase claims not yet received and actual past repurchases and losses through the disposition of affected loans, as well as previous settlements. While the Company believes that it has adequately reserved for known losses and projected repurchase requests, given the volatility in the residential mortgage industry and the uncertainty regarding the ultimate resolution of these claims, if either actual repurchases or the losses incurred resolving those repurchases exceed the Company’s expectations, additional recourse expense may be incurred. The provision for loan losses was immaterial for both the three and six months ended May 31, 2023 and 2022. Loan origination liabilities were $ 14.0 million and $ 11.8 million as of May 31, 2023 and November 30, 2022, respectively, and included in Financial Services’ liabilities in the Company's condensed consolidated balance sheets. LMF Commercial - loans held-for-sale LMF Commercial originated commercial loans as follows: Three Months Ended Six Months Ended May 31, May 31, (Dollars in thousands) 2023 2022 2023 2022 Originations (1) $ 84,590 143,650 164,070 408,495 Sold 88,102 145,385 165,302 323,467 Securitizations 2 1 3 2 (1) During both the three and six months ended May 31, 2023 and 2022, the commercial loans originated were recorded as loans held-for-sale, which are held at fair value. Investments held-to-maturity At May 31, 2023 and November 30, 2022, the Financial Services segment held commercial mortgage-backed securities ("CMBS"). These securities are classified as held-to-maturity based on the segment's intent and ability to hold the securities until maturity and changes in estimated cash flows are reviewed periodically to determine if an other-than-temporary impairment has occurred. Based on the segment’s assessment, no impairment charges were recorded during either the three or six months ended May 31, 2023 or 2022. The Company has financing agreements to finance CMBS that have been purchased as investments by the Financial Services segment. Details related to Financial Services' CMBS were as follows: (Dollars in thousands) May 31, 2023 November 30, 2022 Carrying value $ 141,360 143,251 Outstanding debt, net of debt issuance costs 131,656 133,283 Incurred interest rate 3.4 % 3.4 % 12 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) May 31, 2023 Discount rates at purchase 6 % — 84 % Coupon rates 2.0 % — 5.3 % Distribution dates October 2027 — December 2028 Stated maturity dates October 2050 — December 2051 Multifamily The Company is actively involved, primarily through unconsolidated funds and joint ventures, in the development, construction and property management of multifamily rental properties. The Multifamily segment focuses on developing a geographically diversified portfolio of institutional quality multifamily rental properties in select U.S. markets. The Multifamily Segment (i) manages, and owns interests in, funds that are engaged in the development of multifamily residential communities with the intention of holding the newly constructed and occupied properties as income and fee generating assets, and (ii) manages, and owns interests in, joint ventures that are engaged in the development of multifamily residential communities, in most instances with the intention of selling them when they are built and substantially occupied. The multifamily business is a vertically integrated platform with capabilities spanning development, construction, property management, asset management, and capital markets. Revenues are generated from the sales of land, from construction activities, and management and promote fees generated from joint ventures and other gains (which includes sales of buildings), less the cost of sales of land sold, expenses related to construction activities and general and administrative expenses. Operations of the Multifamily Segment also include equity in earnings (loss) from unconsolidated entities. Lennar Other Lennar Other primarily includes strategic investments in technology companies, primarily managed by the Company's LEN X subsidiary, and fund interests the Company retained when it sold the Rialto Capital Management ( "Rialto") asset and investment management platform. Operations of the Lennar Other segment include operating earnings (loss) consisting of revenues generated primarily from the Company's share of carried interests in the Rialto fund investments, along with equity in earnings (loss) from the Rialto fund investments and technology investments, realized and unrealized gains (losses) from investments in equity securities and other income (expense), net from the remaining assets related to the Company's former Rialto segment. The Company has investments in Blend Labs, Inc. ("Blend Labs"), Hippo Holdings, Inc. ("Hippo"), Opendoor, Inc. ("Opendoor"), SmartRent, Inc. ("SmartRent"), Sonder Holdings, Inc. ("Sonder") and Sunnova Energy International, Inc. ("Sunnova"), which are held at market and will therefore change depending on the value of the Company's shareholdings in those entities on the last day of each quarter. All the investments are accounted for as investments in equity securities which are held at fair value and the changes in fair values are recognized through earnings. The following is a detail of Lennar Other unrealized gains (losses) from mark-to-market adjustments on the Company's technology investments: Three Months Ended Six Months Ended May 31, May 31, (In thousands) 2023 2022 2023 2022 Blend Labs (BLND) $ ( 1,332 ) ( 13,550 ) ( 746 ) ( 20,992 ) Hippo (HIPO) ( 4,399 ) ( 37,946 ) 2,233 ( 162,403 ) Opendoor (OPEN) 22,512 ( 20,999 ) 14,821 ( 164,360 ) SmartRent (SMRT) 8,621 ( 3,950 ) 9,926 ( 48,313 ) Sonder (SOND) ( 138 ) ( 1,626 ) ( 458 ) ( 2,132 ) Sunnova (NOVA) 233 106 ( 24,233 ) ( 74,935 ) Lennar Other unrealized gains (losses) from technology investments $ 25,497 ( 77,965 ) 1,543 ( 473,135 ) Doma Holdings, Inc. ("Doma"), which went public during the year ended November 30, 2021, is an investment that continues to be accounted for under the equity method due to the Company's significant ownership interest which allows the Company to exercise significant influence. As of May 31, 2023, the Company owned approximately 25 % of Doma . 13 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) (3) Investments in Unconsolidated Entities Homebuilding Unconsolidated Entities The investments in the Company's Homebuilding unconsolidated entities were as follows: (In thousands) May 31, 2023 November 30, 2022 Investments in unconsolidated entities (1) (2) $ 1,137,189 1,173,164 Underlying equity in unconsolidated entities' net assets (1) 1,501,303 1,504,315 (1) The basis difference was primarily as a result of the Company contributing its investment in three strategic joint ventures with a higher fair value than book value for an investment in the FivePoint entity. (2) Included in the Company's recorded investments in Homebuilding unconsolidated entities is the Company's 40 % ownership of FivePoint. As of May 31, 2023 and November 30, 2022, the carrying amount of the Company's investment was $ 391.4 million and $ 382.9 million, respectively. As of May 31, 2023 and November 30, 2022, the Homebuilding segment's unconsolidated entities had non-recourse debt with completion guarantees of $ 312.8 million and $ 333.6 million, respectively. The Company has an immaterial amount of recourse exposure to debt of the Homebuilding unconsolidated entities in which it has investments. While the Company sometimes guarantees debt of unconsolidated entities, in most instances the Company’s partners have also guaranteed that debt and are required to contribute their shares of any payments. In most instances, the amount of guaranteed debt of an unconsolidated entity is less than the value of the collateral securing it. As of both May 31, 2023 and November 30, 2022, the fair values of the repayment guarantees, maintenance guarantees, and completion guarantees were not material. The Company believes that as of May 31, 2023, in the event it becomes legally obligated to perform under a guarantee of the obligation of a Homebuilding unconsolidated entity due to a triggering event under a guarantee, the collateral would be sufficient to repay at least a significant portion of the obligation or the Company and its partners would contribute additional capital into the venture. In certain instances, the Company has placed performance letters of credit and surety bonds with municipalities with regard to obligations of its joint ventures (see Note 7 of the Notes to Condensed Consolidated Financial Statements). The details related to these are unchanged from the disclosure in the Company's Notes to the Financial Statements section in its Annual Report on Form 10-K for the year ended November 30, 2022. In 2021, the Company formed the Upward America Venture LP ("Upward America"), and is managing and participating in Upward America. Upward America is an investment fund that acquires new single-family homes in high growth markets across the United States and rents them to people who will live in them. Upward America has raised equity commitments totaling $ 1.6 billion. The commitments are primarily from institutional investors, including $ 125 million committed by Lennar. As of May 31, 2023 and November 30, 2022, the carrying amount of the Company's investment in Upward America was $ 22.6 million and $ 37.7 million, respectively. Multifamily Unconsolidated Entities The unconsolidated joint ventures in which the Multifamily segment has investments usually finance their activities with a combination of partner equity and debt financing. In connection with many of the bank loans to Multifamily unconsolidated joint ventures, the Company (or entities related to them) has been required to give guarantees of completion and cost over-runs to the lenders and partners. The details related to these are unchanged from the disclosure in the Company's Notes to the Financial Statements section in its Annual Report on Form 10-K for the year ended November 30, 2022. As of both May 31, 2023 and November 30, 2022, the fair value of the completion guarantees was immaterial. As of May 31, 2023 and November 30, 2022, Multifamily segment's unconsolidated entities had non-recourse debt with completion guarantees of $ 1.3 billion and $ 1.0 billion, respectively. In many instances, the Multifamily segment is appointed as the construction, development and property manager for its Multifamily unconsolidated entities and receives fees for performing this function. Each Multifamily real estate investment trust has unilateral decision making rights related to development activities through its board of directors. The Multifamily segment also provides general contractor services for construction of some of the rental properties owned by unconsolidated entities in which the Company has investments. The details of the activity were as follows: Three Months Ended Six Months Ended May 31, May 31, (In thousands) 2023 2022 2023 2022 General contractor services, net of deferrals $ 128,371 125,606 253,773 242,869 General contractor costs 122,064 118,802 242,797 232,035 Land sales to joint ventures — 16,207 — 147,760 Management fee income, net of deferrals 17,494 16,327 35,615 29,454 14 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) The Multifamily segment includes Multifamily Venture Fund I ("LMV I"), Multifamily Venture Fund II LP ("LMV II") and Canada Pension Plan Investments Fund (the "Fund"), which are long-term multifamily development investment vehicles involved in the development, construction and property management of class-A multifamily assets. The Multifamily segment completed the initial closing of the Fund. The Multifamily segment expects the Fund to have almost $ 1 billion in equity and Lennar's ownership percentage in the Fund is 4 %. As of May 31, 2023, the Company has a $ 28.2 million investment in the Fund. Additional dollars will be committed as opportunities are identified by the Fund. Details of LMV I and LMV II as of and during the six months ended May 31, 2023 are included below: May 31, 2023 (In thousands) LMV I LMV II Lennar's carrying value of investments $ 204,631 282,347 Equity commitments 2,204,016 1,257,700 Equity commitments called 2,154,328 1,218,619 Lennar's equity commitments 504,016 381,000 Lennar's equity commitments called 500,381 368,170 Lennar's remaining commitments (1) 3,635 12,830 Distributions to Lennar during the six months ended May 31, 2023 — — (1) While there are remaining commitments with LMV I, there are no plans for additional capital calls. Other Unconsolidated Entities Lennar Other's unconsolidated entities includes fund investments the Company retained when it sold the Rialto assets and investment management platform in 2018, as well as strategic investments in technology companies and investment funds. The Company's investment in the Rialto funds totaled $ 170.8 million and $ 185.1 million as of May 31, 2023 and November 30, 2022, respectively. In addition, the Company is entitled to a portion of the carried interest distributions by those funds. The Company also had strategic technology investments in unconsolidated entities and investment funds of $ 121.3 million and $ 131.5 million, as of May 31, 2023 and November 30, 2022, respectively. (4) Stockholders' Equity The following tables reflect the changes in equity attributable to both Lennar Corporation and the noncontrolling interests of its consolidated subsidiaries in which it has less than a 100% ownership interest for the three and six months ended May 31, 2023 and 2022: Three Months Ended May 31, 2023 (In thousands) Total Equity Class A Common Stock Class B Common Stock Additional Paid - in Capital Treasury Stock Accumulated Other Comprehensive Income Retained Earnings Noncontrolling Interests Balance at February 28, 2023 $ 24,555,287 25,834 3,660 5,503,789 ( 468,347 ) 3,259 19,350,060 137,032 Net earnings (including net earnings attributable to noncontrolling interests) 877,742 — — — — — 871,694 6,048 Employee stock and directors plans 4,229 9 — 1,631 2,589 — — — Purchases of treasury stock ( 209,928 ) — — — ( 209,928 ) — — — Amortization of restricted stock 40,173 — — 40,173 — — — — Cash dividends ( 110,386 ) — — — — — ( 110,386 ) — Receipts related to noncontrolling interests 2,421 — — — — — — 2,421 Non-cash purchase or activity of noncontrolling interests, net 1,008 — — 535 — — — 473 Total other comprehensive income, net of tax 573 — — — — 573 — — Balance at May 31, 2023 $ 25,161,119 25,843 3,660 5,546,128 ( 675,686 ) 3,832 20,111,368 145,974 15 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) Three Months Ended May 31, 2022 (In thousands) Total Equity Class A Common Stock Class B Common Stock Additional Paid - in Capital Treasury Stock Accumulated Other Comprehensive Income Retained Earnings Noncontrolling Interests Balance at February 28, 2022 $ 20,847,432 30,243 3,944 8,855,151 ( 3,290,748 ) 1,686 15,078,788 168,368 Net earnings (including net earnings attributable to noncontrolling interests) 1,322,558 — — — — — 1,320,756 1,802 Employee stock and directors plans ( 2,533 ) 6 — 994 ( 3,533 ) — — — Retirement of treasury stock — ( 4,667 ) ( 284 ) ( 3,533,425 ) 3,538,376 — — — Purchases of treasury stock ( 320,710 ) — — — ( 320,710 ) — — — Amortization of restricted stock 35,053 — — 35,053 — — — — Cash dividends ( 110,846 ) — — — — — ( 110,846 ) — Receipts related to noncontrolling interests 11,111 — — — — — — 11,111 Payments related to noncontrolling interests ( 3,708 ) — — — — — — ( 3,708 ) Non-cash purchase or activity of noncontrolling interests, net 11,355 — — ( 2,591 ) — — — 13,946 Total other comprehensive income, net of tax 62 — — — — 62 — — Balance at May 31, 2022 $ 21,789,774 25,582 3,660 5,355,182 ( 76,615 ) 1,748 16,288,698 191,519 Six Months Ended May 31, 2023 (In thousands) Total Equity Class A Common Stock Class B Common Stock Additional Paid - in Capital Treasury Stock Accumulated Other Comprehensive Income Retained Earnings Noncontrolling Interests Balance at November 30, 2022 $ 24,240,367 25,608 3,660 5,417,796 ( 210,389 ) 2,408 18,861,417 139,867 Net earnings (including net earnings attributable to noncontrolling interests) 1,477,050 — — — — — 1,468,228 8,822 Employee stock and directors plans ( 62,761 ) 235 — 1,442 ( 64,438 ) — — — Purchases of treasury stock ( 400,859 ) — — — ( 400,859 ) — — — Amortization of restricted stock 126,731 — — 126,731 — — — — Cash dividends ( 218,277 ) — — — — — — ( 218,277 ) — Receipts related to noncontrolling interests 4,918 — — — — — — 4,918 Payments related to noncontrolling interests ( 20,623 ) — — — — — — ( 20,623 ) Non-cash purchase or activity of noncontrolling interests, net 13,149 — — 159 — — — 12,990 Total other comprehensive income, net of tax 1,424 — — — — 1,424 — — Balance at May 31, 2023 $ 25,161,119 25,843 3,660 5,546,128 ( 675,686 ) 3,832 20,111,368 145,974 16 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) Six Months Ended May 31, 2022 (In thousands) Total Equity Class A Common Stock Class B Common Stock Additional Paid - in Capital Treasury Stock Accumulated Other Comprehensive Income (loss) Retained Earnings Noncontrolling Interests Balance at November 30, 2021 $ 20,996,282 30,050 3,944 8,807,891 ( 2,709,448 ) ( 1,341 ) 14,685,329 179,857 Net earnings (including net earnings attributable to noncontrolling interests) 1,831,873 — — — — — 1,824,337 7,536 Employee stock and directors plans ( 57,419 ) 199 — 854 ( 58,472 ) — — — Retirement of treasury stock — ( 4,667 ) ( 284 ) ( 3,533,425 ) 3,538,376 — — — Purchases of treasury stock ( 847,071 ) — — — ( 847,071 ) — — — Amortization of restricted stock 116,510 — — 116,510 — — — — Cash dividends ( 220,968 ) — — — — — — ( 220,968 ) — Receipts related to noncontrolling interests 18,095 — — — — — — 18,095 Payments related to noncontrolling interests ( 65,521 ) — — — — — — ( 65,521 ) Non-cash purchase or activity of noncontrolling interests, net 14,904 — — ( 36,648 ) — — — 51,552 Total other comprehensive loss, net of tax 3,089 — — — — 3,089 — — Balance at May 31, 2022 $ 21,789,774 25,582 3,660 5,355,182 ( 76,615 ) 1,748 16,288,698 191,519 On June 22, 2023, the Company's Board of Directors declared a quarterly cash dividend of $ 0.375 per share of both its Class A and Class B common stock, payable on July 21, 2023 to holders of record at the close of business on July 7, 2023. On May 10, 2023, the Company paid cash dividends of $ 0.375 per share on both its Class A and Class B common stock to holders of record at the close of business on April 26, 2023, as declared by its Board of Directors on April 12, 2023. The Company approved and paid cash dividends of $ 0.375 per share for each of the four quarters of 2022 on both its Class A and Class B common stock. In March 2022, the Company's Board of Directors approved an authorization for the Company to repurchase up to the lesser of $ 2 billion in value, or 30 million in shares, of its outstanding Class A or Class B common stock. The repurchase authorization has no expiration date. The authorization was in addition to what was remaining of the October 2021 stock repurchase program. The following table sets forth the repurchases of the Company's Class A and Class B common stock under the authorized repurchase programs: Three Months Ended Six Months Ended May 31, May 31 2023 2022 2023 2022 (Dollars in thousands, except price per share) Class A Class B Class A Class B Class A Class B Class A Class B Shares repurchased 1,269,681 730,319 3,630,000 470,000 2,715,886 1,284,114 8,246,000 1,122,000 Total purchase price $ 138,800 $ 69,010 $ 289,358 $ 31,270 $ 281,868 $ 115,116 $ 762,282 $ 84,601 Average price per share $ 109.32 $ 94.49 $ 79.71 $ 66.53 $ 103.78 $ 89.65 $ 92.44 $ 75.40 (5) Income Taxes The provision for income taxes and effective tax rate were as follows: Three Months Ended Six Months Ended May 31, May 31, (Dollars in thousands) 2023 2022 2023 2022 Provision for income taxes $ 280,879 432,276 466,024 599,696 Effective tax rate (1) 24.4 % 24.7 % 24.1 % 24.7 % (1) In the three and six months ended May 31, 2023, the Company's overall effective income tax rate was lower than during the three and six months ended May 31, 2022, primarily due to the reinstatement of the new energy efficient home credit as a result of the enactment of the Inflation Reduction Act during the third quarter of 2022. For both the three and six months ended May 31, 2023 and 2022, the effective tax rate included state income tax expense and non-deductible executive compensation, partially offset by energy efficient home and solar tax credits. 17 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) (6) Earnings Per Share Basic earnings per share is computed by dividing net earnings attributable to common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the Company. All outstanding nonvested shares that contain non-forfeitable rights to dividends or dividend equivalents that participate in undistributed earnings with common stock are considered participating securities and are included in computing earnings per share pursuant to the two-class method. The two-class method is an earnings allocation formula that determines earnings per share for each class of common stock and participating securities according to dividends or dividend equivalents and participation rights in undistributed earnings. The Company’s restricted common stock ("nonvested shares") is considered participating securities. Basic and diluted earnings per share were calculated as follows: Three Months Ended Six Months Ended May 31, May 31, (In thousands, except per share amounts) 2023 2022 2023 2022 Numerator: Net earnings attributable to Lennar $ 871,694 1,320,756 1,468,228 1,824,337 Less: distributed earnings allocated to nonvested shares 3,572 2,395 4,296 3,175 Less: undistributed earnings allocated to nonvested shares 9,935 14,980 15,695 19,189 Numerator for basic earnings per share 858,187 1,303,381 1,448,237 1,801,973 Less: net amount attributable to Rialto's Carried Interest Incentive Plan (1) — 1,045 — 2,843 Numerator for diluted earnings per share $ 858,187 1,302,336 1,448,237 1,799,130 Denominator: Denominator for basic earnings per share - weighted average common shares outstanding 284,910 289,895 285,492 291,913 Denominator for diluted earnings per share - weighted average common shares outstanding 284,910 289,895 285,492 291,913 Basic earnings per share $ 3.01 4.50 5.07 6.17 Diluted earnings per share $ 3.01 4.49 5.07 6.16 (1) The amounts presented relate to Rialto's Carried Interest Incentive Plan and represent the difference between the advanced tax distributions received from the Rialto funds included in the Lennar Other segment and the amount Lennar is assumed to own. For both the three and six months ended May 31, 2023 and 2022, there were no options to purchase shares of common stock that were outstanding and anti-dilutive. (7) Homebuilding Senior Notes and Other Debts Payable (Dollars in thousands) May 31, 2023 November 30, 2022 4.875 % senior notes due December 2023 (1) $ 397,615 399,169 4.50 % senior notes due 2024 (1) 493,690 648,975 5.875 % senior notes due 2024 431,794 434,128 4.75 % senior notes due 2025 499,114 498,892 5.25 % senior notes due 2026 403,648 404,257 5.00 % senior notes due 2027 351,549 351,741 4.75 % senior notes due 2027 896,633 896,259 Mortgage notes on land and other debt 378,215 413,873 $ 3,852,258 4,047,294 (1) During the three and six months ended May 31, 2023, the Company repurchased $ 2.0 million and $ 155.8 million aggregate principal amount of 4.875 % senior notes and 4.50 % senior notes, respectively, through open market repurchases. The carrying amounts of the senior notes in the table above are net of debt issuance costs of $ 6.0 million and $ 7.6 million as of May 31, 2023 and November 30, 2022, respectively. 18 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) The maximum available borrowings on the Company's unsecured revolving credit facility (the "Credit Facility") were as follows: (In thousands) May 31, 2023 Commitments - maturing in April 2024 $ 350,000 Commitments - maturing in May 2027 2,225,000 Total commitment $ 2,575,000 Accordion feature 425,000 Total maximum borrowings capacity $ 3,000,000 The proceeds available under the Credit Facility, which are subject to specified conditions for borrowing, may be used for working capital and general corporate purposes. The Credit Facility also provides that up to $ 500 million in commitments may be used for letters of credit. The maturity, debt covenants and details of the Credit Facility are unchanged from the disclosure in the Company's Financial Condition and Capital Resources section in its Annual Report on Form 10-K for the year ended November 30, 2022. In addition to the Credit Facility, the Company has other letter of credit facilities with different financial institutions. The Company's processes for posting performance and financial letters of credit and surety bonds are unchanged from the disclosure in the Company's Financial Condition and Capital Resources section in its Annual Report on Form 10-K for the year ended November 30, 2022. The Company's outstanding letters of credit and surety bonds are disclosed below: (In thousands) May 31, 2023 November 30, 2022 Performance letters of credit $ 1,362,785 1,259,033 Financial letters of credit 384,752 503,659 Surety bonds 4,196,718 4,136,715 Anticipated future costs primarily for site improvements related to performance surety bonds 2,173,244 2,273,694 All of the senior notes are guaranteed by certain of the Company's 100% owned subsidiaries, which are primarily homebuilding subsidiaries. The guarantees are full and unconditional. The terms of guarantees are unchanged from the disclosure in the Company's Financial Condition and Capital Resources section in its Annual Report on Form 10-K for the year ended November 30, 2022. (8) Financial Instruments and Fair Value Disclosures The following table presents the carrying amounts and estimated fair values of financial instruments held or issued by the Company at May 31, 2023 and November 30, 2022, using available market information and what the Company believes to be appropriate valuation methodologies. Considerable judgment is required in interpreting market data to develop the estimates of fair value. The use of different market assumptions and/or estimation methodologies might have a material effect on the estimated fair value amounts. The table excludes cash and cash equivalents, restricted cash, receivables, net and accounts payable, all of which had fair values approximating their carrying amounts due to the short maturities and liquidity of these instruments. May 31, 2023 November 30, 2022 (In thousands) Fair Value Hierarchy Carrying Amount Fair Value Carrying Amount Fair Value ASSETS Financial Services: Loans held-for-investment, net Level 3 $ 36,717 36,717 45,636 45,647 Investments held-to-maturity Level 3 141,360 141,767 143,251 143,208 LIABILITIES Homebuilding senior notes and other debts payable, net Level 2 $ 3,852,258 3,813,686 4,047,294 3,993,242 Financial Services notes and other debts payable, net Level 2 1,157,040 1,157,682 2,135,093 2,135,797 Multifamily notes payable, net Level 2 16,912 16,912 16,749 16,749 The following methods and assumptions are used by the Company in estimating fair values: Financial Services —The fair values above are based on quoted market prices, if available. The fair values for instruments that do not have quoted market prices are estimated by the Company on the basis of discounted cash flows or other financial information. For notes and other debts payable, the fair values approximate their carrying value due to variable interest pricing terms and the short-term nature of the majority of the borrowings. 19 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) Homebuilding —For senior notes and other debts payable, the fair value of fixed-rate borrowings is primarily based on quoted market prices and the fair value of variable-rate borrowings is based on expected future cash flows calculated using current market forward rates. Multifamily —For notes payable, the fair values approximate their carrying value due to variable interest pricing terms and the short-term nature of the borrowings. Fair Value Measurements: GAAP provides a framework for measuring fair value, expands disclosures about fair value measurements and establishes a fair value hierarchy which prioritizes the inputs used in measuring fair value summarized as follows: Level 1: Fair value determined based on quoted prices in active markets for identical assets. Level 2: Fair value determined using significant other observable inputs. Level 3: Fair value determined using significant unobservable inputs. The Company’s financial instruments measured at fair value on a recurring basis are summarized below: Fair Value Hierarchy Fair Value at (In thousands) May 31, 2023 November 30, 2022 Financial Services Assets: Residential loans held-for-sale Level 2 $ 1,152,526 1,750,712 LMF Commercial loans held-for-sale Level 3 22,754 25,599 Mortgage servicing rights Level 3 3,398 3,463 Forward options Level 1 7,261 9,473 Lennar Other Assets: Investments in equity securities Level 1 $ 227,548 212,981 Investments available-for-sale Level 3 36,906 35,482 Residential and LMF Commercial loans held-for-sale in the table above include: May 31, 2023 November 30, 2022 (In thousands) Aggregate Principal Balance Change in Fair Value Aggregate Principal Balance Change in Fair Value Residential loans held-for-sale $ 1,159,857 ( 7,331 ) 1,734,480 16,233 LMF Commercial loans held-for-sale 22,765 ( 11 ) 24,000 1,599 Financial Services residential loans held-for-sale - Fair value is based on independent quoted market prices, where available, or the prices for other mortgage whole loans with similar characteristics. The Company recognizes the fair value of its rights to service a mortgage loan as revenue upon entering into an interest rate lock loan commitment with a borrower. The fair value of these are included in Financial Services’ loans held-for-sale as of May 31, 2023 and November 30, 2022. Fair value of servicing rights is determined based on actual sales of servicing rights on loans with similar characteristics. LMF Commercial loans held-for-sale - The fair value of commercial loans held-for-sale is calculated from model-based techniques that use discounted cash flow assumptions and the Company’s own estimates of CMBS spreads, market interest rate movements and the underlying loan credit quality. The details and methods of the calculation are unchanged from the fair value disclosure in the Company's Notes to the Financial Statements section in its Annual Report on Form 10-K for the year ended November 30, 2022. These methods use unobservable inputs in estimating a discount rate that is used to assign a value to each loan. While the cash payments on the loans are contractual, the discount rate used and assumptions regarding the relative size of each class in the CMBS capital structure can significantly impact the valuation. Therefore, the estimates used could differ materially from the fair value determined when the loans are sold to a securitization trust. Mortgage servicing rights - Financial Services records mortgage servicing rights when it sells loans on a servicing-retained basis or through the acquisition or assumption of the right to service a financial asset. The fair value of the mortgage servicing rights is calculated using third-party valuations. The key assumptions, which are generally unobservable inputs, used in the valuation of the mortgage servicing rights include mortgage prepayment rates, discount rates and delinquency rates and are noted below: 20 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) As of May 31, 2023 As of November 30, 2022 Unobservable inputs Mortgage prepayment rate 8 % 8 % Discount rate 13 % 13 % Delinquency rate 9 % 7 % Forward options - Fair value of forward options is based on independent quoted market prices for similar financial instruments. The fair value of these are included in Financial Services' other assets and the Company recognizes the changes in the fair value of the premium paid as Financial Services' Revenue. Lennar Other investments in equity securities - The fair value of investments in equity securities was calculated based on independent quoted market prices. The Company’s investments in equity securities were recorded at fair value with all changes in fair value recorded to Lennar Other unrealized gain (loss) from technology investments on the Company’s condensed consolidated statements of operations and comprehensive income. Lennar Other investments available-for-sale - The fair value of investments available-for-sale is calculated from model-based techniques that use discounted cash flow assumptions and the Company’s own estimates of CMBS spreads, market interest rate movements and the underlying loan credit quality. Loan values are calculated by allocating the change in value of an assumed CMBS capital structure to each loan. The value of an assumed CMBS capital structure is calculated, generally, by discounting the cash flows associated with each CMBS class at market interest rates and at the Company’s own estimate of CMBS spreads. The changes in fair values for Level 1 and Level 2 financial instruments measured on a recurring basis are shown below by financial instrument and financial statement line item: Three Months Ended Six Months Ended May 31, May 31, (In thousands) 2023 2022 2023 2022 Changes in fair value included in Financial Services revenues: Loans held-for-sale $ 7,899 350 ( 23,563 ) ( 27,037 ) Mortgage loan commitments 13,783 12,758 ( 35,061 ) 26,555 Forward contracts ( 18,807 ) ( 18,480 ) 72,702 ( 8,490 ) Forward options ( 100 ) — ( 952 ) — Changes in fair value included in Lennar Other unrealized gains (losses) from technology investments: Investments in equity securities $ 25,497 ( 77,965 ) 1,543 ( 473,135 ) Changes in fair value included in other comprehensive income, net of tax: Lennar Other investments available-for-sale $ 573 62 1,424 804 Interest on Financial Services loans held-for-sale and LMF Commercial loans held-for-sale measured at fair value is calculated based on the interest rate of the loans and recorded as revenues in the Financial Services’ statement of operations. 21 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) The following table sets forth the reconciliation of the beginning and ending balance for the Level 3 recurring fair value measurements in the Company's Financial Services segment: Three Months Ended May 31, 2023 2022 (In thousands) Mortgage servicing rights LMF Commercial loans held-for-sale Mortgage servicing rights LMF Commercial loans held-for-sale Beginning balance $ 3,450 25,835 2,793 85,795 Purchases/loan originations 69 84,590 99 143,650 Sales/loan originations sold, including those not settled — ( 88,102 ) — ( 145,385 ) Disposals/settlements ( 80 ) — ( 106 ) — Changes in fair value (1) ( 41 ) 434 435 145 Interest and principal paydowns — ( 3 ) — — Ending balance $ 3,398 22,754 3,221 84,205 Six Months Ended May 31, 2023 2022 (In thousands) Mortgage servicing rights LMF Commercial loans held-for-sale Mortgage servicing rights LMF Commercial loans held-for-sale Beginning balance $ 3,463 25,599 2,492 68 Purchases/loan originations 120 164,070 181 408,495 Sales/loan originations sold, including those not settled — ( 165,302 ) — ( 323,467 ) Disposals/settlements ( 143 ) — ( 265 ) — Changes in fair value (1) ( 42 ) ( 11 ) 813 ( 445 ) Interest and principal paydowns — ( 1,602 ) — ( 446 ) Ending balance $ 3,398 22,754 3,221 84,205 (1) Changes in fair value for LMF Commercial loans held-for-sale and Financial Services mortgage servicing rights are included in Financial Services' revenues. The Company’s assets measured at fair value on a nonrecurring basis are those assets for which the Company has recorded valuation adjustments and write-offs. The fair values included in the table below represent only those assets whose carrying values were adjusted to fair value during the respective periods disclosed. The assets measured at fair value on a nonrecurring basis are summarized below: Three Months Ended May 31, 2023 2022 (In thousands) Fair Value Hierarchy Carrying Value Fair Value Total Losses, Net (1) Carrying Value Fair Value Total Losses, Net (1) Non-financial assets - Homebuilding: Finished homes and construction in progress (2) Level 3 $ 126,680 108,073 ( 18,607 ) 18,665 17,200 ( 1,465 ) Land and land under development (2) Level 3 3,249 561 ( 2,688 ) 8,785 7,149 ( 1,636 ) Investments in unconsolidated entities (3) Level 3 75,769 37,792 ( 37,977 ) — — — Six Months Ended May 31, 2023 2022 (In thousands) Fair Value Hierarchy Carrying Value Fair Value Total Losses, Net (1) Carrying Value Fair Value Total Losses, Net (1) Non-financial assets - Homebuilding: Finished homes and construction in progress (2) Level 3 $ 183,816 158,902 ( 24,914 ) 34,023 31,041 ( 2,982 ) Land and land under development (2) Level 3 42,866 23,704 ( 19,162 ) 29,538 17,909 ( 11,629 ) Investments in unconsolidated entities (3) Level 3 78,834 37,792 ( 41,042 ) — — — (1) Represents losses due to valuation adjustments and deposit and pre-acquisition write-offs recorded during the respective periods. 22 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) (2) Valuation adjustments for finished homes and construction in progress, and land and land under development were included in Homebuilding costs and expenses. During the three and six months ended May 31, 2023, total losses, net, for land and land underdevelopment included $ 2.7 million and $ 17.1 million, respectively, of deposit and pre-acquisition cost write-offs. (3) Valuation adjustments related to investments in unconsolidated entities were included in Homebuilding other income (expense), net in the Company's condensed consolidated statements of operations and comprehensive income for the three and six months ended May 31, 2023. Finished homes and construction in progress are included within inventories. Inventories are stated at cost unless the inventory within a community is determined to be impaired, in which case the impaired inventory is written down to fair value. The Company disclosed its accounting policy related to inventories and its review for indicators of impairment in the Summary of Significant Accounting Policies in its Annual Report on Form 10-K for the year ended November 30, 2022. The Company estimates the fair value of inventory evaluated for impairment based on market conditions and assumptions made by management at the time the inventory is evaluated, which may differ materially from actual results if market conditions or assumptions change. For example, changes in market conditions and other specific developments or changes in assumptions may cause the Company to re-evaluate its strategy regarding previously impaired inventory, as well as inventory not currently impaired but for which indicators of impairment may arise if market deterioration occurs, and certain other assets that could result in further valuation adjustments and/or additional write-offs of option deposits and pre-acquisition costs due to abandonment of those options contracts. On a quarterly basis, the Company reviews its active communities for indicators of potential impairments. The table below summarizes communities reviewed for indicators of impairment and communities with valuation adjustments recorded: Communities with valuation adjustments At or for the Six Months Ended # of active communities # of communities with potential indicator of impairment # of communities Fair Value (in thousands) Valuation Adjustments (in thousands) May 31, 2023 1,256 34 5 $ 42,408 $ 12,247 May 31, 2022 1,218 6 — — — The table below summarizes the most significant unobservable inputs used in the Company's discounted cash flow model to determine the fair value of its communities for which the Company recorded valuation adjustments: Six Months Ended May 31, 2023 2022 Unobservable inputs Range Average selling price $ 371,000 — 663,000 635,000 Absorption rate per quarter (homes) 6 — 26 11 Discount rate 20 % 20 % The Company disclosed its accounting policy related to investments in unconsolidated entities and its review for indicators of impairment for the long-lived assets of an unconsolidated entity and the decline in the fair value of an investment below the carrying value in the Summary of Significant Accounting Policies in its Annual Report on Form 10-K for the year ended November 30, 2022. The Company evaluates if a decrease in the fair value of an investment below the carrying value is other-than-temporary. This evaluation includes certain critical assumptions made by management: (1) projected future distributions from the unconsolidated entities, (2) discount rates applied to the future distributions and (3) various other factors, which include age of the venture, relationships with the other partners and banks, general economic market conditions, land status and liquidity needs of the unconsolidated entity. The Company generally estimates the fair value of an investment in an unconsolidated entity by using a cash flow analysis for estimated future net distributions from an unconsolidated entity, subject to the perceived risks associated with the unconsolidated entity’s cash flow streams. During the three and six months ended May 31, 2023, the Company estimated the fair value of an investment in an unconsolidated entity using a cash flow analysis with a 15 % discount rate and concluded that the investment had an other-than-temporary impairment of $ 36.8 million included in Homebuilding other income (expense), net in the Company's condensed consolidated statements of operations and comprehensive income. (9) Variable Interest Entities During the six months ended May 31, 2023, the Company evaluated the joint venture ("JV") agreements of its JV's that were formed or that had reconsideration events, such as changes in the governing documents or to debt arrangements. Based on the Company's evaluation, there were no variable interest entities ("VIEs") that were consolidated or deconsolidated during the six months ended May 31, 2023. The carrying amount of the Company's consolidated VIEs' assets and non-recourse liabilities are disclosed in the footnote 23 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) to the condensed consolidated balance sheets. A VIE’s assets can only be used to settle obligations of that VIE. The VIEs are not guarantors of the Company’s senior notes or other debts payable. The assets held by a VIE are usually collateral for that VIE’s debt. The Company and other partners do not generally have an obligation to make capital contributions to a VIE unless the Company and/or the other partner(s) have entered into debt guarantees with VIE’s lenders. Other than debt guarantee agreements with VIE’s lenders, there are no liquidity arrangements or agreements to fund capital or purchase assets that could require the Company to provide financial support to a VIE. While the Company has option contracts to purchase land from certain of its VIEs, the Company is not required to purchase the assets and could walk away from the contracts, but that would require forfeiture of deposits and pre-acquisition costs. Unconsolidated VIEs The Company’s recorded investments in VIEs that are unconsolidated and related estimated maximum exposure to loss were as follows: May 31, 2023 November 30, 2022 (In thousands) Investments in Unconsolidated VIEs Lennar’s Maximum Exposure to Loss Investments in Unconsolidated VIEs Lennar’s Maximum Exposure to Loss Homebuilding (1) $ 663,157 749,070 586,935 718,719 Multifamily (2) 393,090 411,649 607,484 633,934 Financial Services (3) 141,360 141,360 143,251 143,251 Lennar Other (4) 49,649 49,649 55,952 55,952 $ 1,247,256 1,351,728 1,393,622 1,551,856 (1) As of May 31, 2023 and November 30, 2022, the Company's maximum exposure to loss of Homebuilding's investments in unconsolidated VIEs was limited to its investments in unconsolidated VIEs, except with regard to the Company's remaining commitment to fund capital in Upward America of $ 70.3 million and $ 77.3 million, respectively. In addition, as of May 31, 2023, there was recourse debt of a VIE of $ 9.8 million and as of November 30, 2022, there was $ 52.7 million of receivables relating to a short-term loan and management fee owed to the Company by Upward America. (2) As of May 31, 2023 and November 30, 2022, the Company's maximum exposure to loss of Multifamily's investments in unconsolidated VIEs was primarily limited to its investments in the unconsolidated VIEs. The maximum exposure for LMV 1 and LMV II in addition to the investment also included the remaining combined equity commitment of $ 12.8 million and $ 19.3 million as of May 31, 2023 and November 30, 2022, respectively, for future expenditures related to the construction and development of its projects. Decrease in exposure for the six months ended May 31, 2023 is primarily due to the removal of LMV I as the Fund does not expect to call for equity in the future. As a result, LMV I is not a VIE as of May 31, 2023. (3) As of May 31, 2023 and November 30, 2022, the Company's maximum exposure to loss of the Financial Services segment was limited to its investment in the unconsolidated VIEs and related to the Financial Services' CMBS investments held-to-maturity. (4) As of May 31, 2023, the Company's maximum recourse exposure to loss of the Lennar Other segment was limited to its investments in the unconsolidated VIEs. The Company and its JV partners generally fund JVs as needed and in accordance with business plans to allow the entities to finance their activities. Because such JVs are expected to make future capital calls in order to continue to finance their activities, the entities are determined to be VIEs as of May 31, 2023 in accordance with ASC 810 due to insufficient equity at risk. While these entities are VIEs, the Company has determined that the power to direct the activities of the VIEs that most significantly impact the VIEs’ economic performance is generally shared and the Company and its partners are not de-facto agents. While the Company generally manages the day-to-day operations of the VIEs, each of these VIEs has an executive committee made up of representatives from each partner. The members of the executive committee have equal votes and major decisions require unanimous consent and approval from all members. The Company does not have the unilateral ability to exercise participating voting rights without partner consent. There are no liquidity arrangements or agreements to fund capital or purchase assets that could require the Company to provide financial support to the VIEs. Except for the unconsolidated VIEs discussed above, the Company and the other partners did not guarantee any debt of the other unconsolidated VIEs. While the Company has option contracts to purchase land from certain of its unconsolidated VIEs, the Company is not required to purchase the assets and could walk away from the contracts. Option Contracts The Company has access to land through option contracts, which generally enable it to control portions of properties owned by third parties (including land funds) until the Company has determined whether to exercise the options. The Company evaluates option contracts with third party land holding companies for land to determine whether they are VIEs and, if so, whether the Company is the primary beneficiary of certain of these option contracts. Although the Company does not have legal title to the optioned land, if the Company is deemed to be the primary beneficiary, makes a significant deposit or pre-acquisition cost investment for optioned land, or is otherwise economically compelled to takedown the optioned 24 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) land it may need to consolidate the land under option at the purchase price of the optioned land. Land under option with third party holding companies included in consolidated inventory not owned which was consolidated as a result of VIE assessments was $ 628.4 million as of May 31, 2023. Consolidated inventory not owned related to land financing transactions, which are land sale transactions that did not meet the criteria for revenue recognition and derecognition of land by the Company as a result of the Company maintaining an option to repurchase the land in the future, was $ 1.8 billion as of May 31, 2023. During the six months ended May 31, 2023, consolidated inventory not owned increased by $ 51.3 million with a corresponding increase to liabilities related to consolidated inventory not owned in the accompanying condensed consolidated balance sheet as of May 31, 2023. The increase was primarily due to land financing transactions and the consolidation of homesites under option that the Company is economically compelled to takedown. These increases were partially offset by homesite takedowns. To reflect the purchase price of the homesite takedowns, the Company had a net reclass related to option deposits from consolidated inventory not owned to finished homes and construction in progress in the accompanying condensed consolidated balance sheet as of May 31, 2023. The liabilities related to consolidated inventory not owned primarily represent the difference between the option exercise prices for the optioned land and the Company’s cash deposits. The Company's exposure to losses on its option contracts with third parties and unconsolidated entities was as follows: (Dollars in thousands) May 31, 2023 November 30, 2022 Non-refundable option deposits and pre-acquisition costs $ 2,049,836 1,990,946 Letters of credit in lieu of cash deposits under certain land and option contracts 137,593 163,942 (10) Commitments and Contingent Liabilities The Company is party to various claims, legal actions and complaints relating to homes sold by the Company arising in the ordinary course of business. In the opinion of management, the disposition of these matters will not have a material adverse effect on the Company’s condensed consolidated financial statements. From time to time, the Company is also a party to various lawsuits involving purchases and sales of real property. These lawsuits often include claims regarding representations and warranties made in connection with the transfer of properties and disputes regarding the obligation to purchase or sell properties. The Company does not believe that the ultimate resolution of these claims or lawsuits will have a material adverse effect on its business or financial position. However, the financial effect of litigation concerning purchases and sales of property may depend upon the value of the subject property, which may have changed from the time the agreement for purchase or sale was entered into. Product Warranty Warranty and similar reserves for homes are established at an amount estimated to be adequate to cover potential costs for materials and labor with regard to warranty-type claims expected to be incurred subsequent to the delivery of a home. Reserves are determined based on historical data and trends with respect to similar product types and geographical areas. The activity in the Company’s warranty reserve, which is included in Homebuilding other liabilities, was as follows: Three Months Ended Six Months Ended May 31, May 31, (In thousands) 2023 2022 2023 2022 Warranty reserve, beginning of the period $ 403,334 374,146 418,017 377,021 Warranties issued 67,221 67,815 120,900 117,007 Adjustments to pre-existing warranties from changes in estimates (1) 14,246 998 10,188 5,722 Payments ( 69,647 ) ( 64,969 ) ( 133,951 ) ( 121,760 ) Warranty reserve, end of period $ 415,154 377,990 415,154 377,990 (1) The adjustments to pre-existing warranties from changes in estimates during the three and six months ended May 31, 2023 and 2022 primarily related to specific claims in certain of the Company's homebuilding communities and other adjustments. Leases The Company has entered into agreements to lease certain office facilities and equipment under operating leases. The Company recognizes lease expense for these leases on a straight-line basis over the lease term. Right-of-use ("ROU") assets and lease liabilities are recorded on the balance sheet for all leases, except leases with an initial term of 12 months or less. Many of the Company's leases include options to renew. The exercise of lease renewal options is at the Company's option and therefore renewal option payments have not been included in the ROU assets or lease liabilities. The following table includes additional 25 Lennar Corporation and Subsidiaries Notes to Condensed Consolidated Financial Statements (Unaudited) (Continued) information about the Company's leases: (Dollars in thousands) May 31, 2023 November 30, 2022 Right-of-use assets $ 138,746 149,966 Lease liabilities 147,222 158,832 Weighted-average remaining lease term (in years) 7.7 7.9 Weighted-average discount rate 3.1 % 3.0 % Future minimum payments under the noncancellable leases in effect at May 31, 2023 were as follows: (In thousands) Lease Payments 2023 $ 17,412 2024 29,701 2025 25,185 2026 19,571 2027 16,366 Thereafter 56,958 Total future minimum lease payments (1) $ 165,193 Less: Interest (2) 17,971 Present value of lease liabilities (2) $ 147,222 (1) Total future minimum lease payments exclude variable lease costs of $ 22.7 million and short-term lease costs of $ 2.3 million. (2) The Company's leases do not include a readily determinable implicit rate. As such, the Company has estimated the discount rate for these leases to determine the present value of lease payments at the lease commencement date or as of December 1, 2019, which was the effective date of ASU 2016-02. The Company recognized the lease liabilities on its condensed consolidated balance sheets within accounts payable and other liabilities of the respective segments. The Company's rental expense on lease liabilities were as follows: Six Months Ended May 31, (In thousands) 2023 2022 Rental expense $ 52,998 50,698 On occasion, the Company may sublease rented space which is no longer used for the Company's operations. For both the six months ended May 31, 2023 and 2022, the Company had an immaterial amount of sublease income. 26 Forward-Looking Statements Some of the statements in this Quarterly Report on Form 10-Q are forward-looking statements. These statements are intended to qualify for the “safe harbor” from liability established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements typically include the words “anticipate,” “believe,” “consider,” “estimate,” “expect,” “forecast,” “intend,” “objective,” “plan,” “predict,” “projection,” “seek,” “strategy,” “target,” “outlook,” “will,” “should,” “could” or other words of similar meaning, as well as statements written in the future tense. Forward-looking statements contained herein may include opinions or beliefs regarding market conditions and similar matters. In many instances, those opinions and beliefs are based upon general observations by members of our management, anecdotal evidence and our experience in the conduct of our businesses, without specific investigations or analyses. Therefore, while they reflect our view of the industries and markets in which we are involved, they should not be viewed as reflecting verifiable views or views that are necessarily shared by all who are involved in those industries or markets. These statements concern expectations, beliefs, projections, plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts. The forward-looking statements reflect our current views about future events and are subject to risks, uncertainties and assumptions. We wish to caution readers that certain important factors may have affected and could in the future affect our actual results and could cause actual results to differ significantly from what is anticipated by our forward-looking statements. The most important factors that could cause actual results to differ materially from those anticipated by our forward-looking statements include, but are not limited to: an extended slowdown in some or all of the real estate markets in which we have significant homebuilding activity, including a slowdown in either the market for single family homes or the multifamily rental market; changes in general economic and financial conditions that reduce demand for our products and services, lower our profit margins or reduce our access to credit; decreased demand for our homes or Multifamily rental properties; the impact of inflation or a higher interest rate environment; the effect of increased interest rates with regard to borrowings by the funds we manage on the willingness of those funds to invest in new projects; the effects of public health issues such as a major epidemic or pandemic that could have a negative impact on the economy and on our businesses; the duration, impact and severity of which is highly uncertain; supply shortages and increased costs related to construction materials and labor; cost increases related to real estate taxes and insurance; reduced availability or increased cost of mortgage financing for homebuyers; increased interest rates or increased competition in the mortgage industry; reductions in the market value of our investments in public companies; our inability to successfully execute our strategies, including our land lighter strategy and our strategy to monetize noncore assets; our inability to acquire land at anticipated prices; the possibility that we will incur nonrecurring costs that affect earnings in one or more reporting periods; increased competition for home sales from other sellers of new and resale homes; our inability to pay down debt; government actions or other factors that might force us to terminate our program of repurchasing our stock; a decline in the value of our land inventories and resulting write-downs of the carrying value of our real estate assets; the failure of the participants in various joint ventures to honor their commitments; difficulty obtaining land-use entitlements or construction financing; natural disasters and other unforeseen events for which our insurance does not provide adequate coverage; new laws or regulatory changes that adversely affect the profitability of our businesses; and our inability to refinance our debt on terms that are as favorable as our current arrangements. Please see our Annual Report on Form 10-K for the fiscal year ended November 30, 2022 and our other filings with the SEC for a further discussion of these and other risks and uncertainties which could affect our future results. We undertake no obligation, other than those imposed by securities laws, to publicly revise any forward-looking statements to reflect events or circumstances after the date of those statements or to reflect the occurrence of anticipated or unanticipated events. 27