10 unchanged sentences
Management’s Annual Report on Internal Control Over Financial Reporting and the attestation report of our independent registered public accounting firm on internal control over financial reporting on pa ges F-1 and F-2, re spectively, are incorporated herein by reference.
−Removed: The Company is in the process of evaluating the existing controls and procedures of StoryBook Homes, LLC and integrating its controls into the Company’s internal control over financial reporting.
−Removed: In accordance with SEC Staff guidance permitting a company to exclude an acquired business from management’s assessment of the effectiveness of internal control over financial reporting for the year in which the acquisition is completed, we have excluded StoryBook Homes, LLC from the Company’s assessment of the effectiveness of internal control over financial reporting as of October 31, 2021.
−Removed: This company represented less than 1% of the Company’s total assets as of October 31, 2021 and less than 1% of the Company’s revenues for the fiscal year ended October 31, 2021.
−Removed: The Company's acquisition of this company is discussed in Note 2 to its Consolidated Financial Statements for fiscal 2021.
Changes in Internal Control Over Financial Reporting
3 unchanged sentences
Other than the ERP system implementation noted above, there has not been any change in our internal control over financial reporting (as that term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during our quarter ended October 31, 2022, that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.
−Removed: For a discussion of risks related to the implementation of our new ERP system, see “Risk Factors - We are implementing a new enterprise resource planning system, and challenges with the system may impact our business and operations.”
+Added: For a discussion of risks related to the implementation of our new ERP system, see “Risk Factors - We are implementing a new enterprise resource planning system, and challenges with the implementation of the system may impact our business and operations.”
OTHER INFORMATION
1 unchanged sentence
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
−Removed: The following table includes information with respect to all persons serving as executive officers as of the date of this Form 10-K (or, in the case of Mr.
−Removed: Boyd, as of October 31, 2021).
+Added: The following table includes information with respect to all persons serving as executive officers as of the date of this Form 10-K.
All executive officers serve at the pleasure of our Board of Directors.
1 unchanged sentence
62 Chairman of the Board and Chief Executive Officer
−Removed: Boyd 65 Former Executive Vice President and Co-Chief Operating Officer
Robert Parahus 59 President and Chief Operating Officer
4 unchanged sentences
Yearley was elected a Director in June 2010.
−Removed: Boyd initially joined us in 1983 and remained until 1985, when he launched his own independent development company, before rejoining the Company in 1993 to serve in various positions, including Regional President from 2005 through October 31, 2019.
−Removed: He was appointed to the position of Executive Vice President and Co-Chief Operating Officer effective November 1, 2019, with responsibility for the Company’s western region.
−Removed: Prior to his appointment to Executive Vice President and Co-Chief Operating Officer, Mr.
−Removed: Boyd oversaw the Company’s home building operations in California, Nevada and Idaho.
−Removed: Effective November 1, 2021, Mr.
−Removed: Boyd resigned from his role as Executive Vice President and Co-Chief Operating Officer and will retire from all positions with the Company on December 31, 2021.
Robert Parahus joined us in 1986 and served in various positions with us, including Regional President from 2006 through October 31, 2019.
12 unchanged sentences
audit engagement.
+Added: In September 2022, Mr.
+Added: Connor was appointed as an alternate director of Univest Financial Corporation, a publicly traded banking and financial services provider serving customers primarily in Pennsylvania and New Jersey.
The other information required by this item will be included in the “Election of Directors” and “Corporate Governance” sections of our Proxy Statement for the 2023 Annual Meeting of Stockholders (the “2023 Proxy Statement”).
18 unchanged sentences
Management’s Annual Report on Internal Control Over Financial Reporting
−Removed: Reports of Independent Registered Public Accounting Firm
+Added: Reports of Independent Registered Public Accounting Firm (PCAOB ID:
Consolidated Balance Sheets
10 unchanged sentences
3.3 Certificate of Amendment of the Second Restated Certificate of Incorporation of the Registrant, dated as of March 16, 2011, is hereby incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 18, 2011.
−Removed: Exhibit Number Description
3.4 Certificate of Amendment of the Second Restated Certificate of Incorporation of the Registrant, dated as of March 8, 2016, is hereby incorporated by reference to Annex B to the Registrant’s definitive proxy statement on Schedule 14A its 2016 Annual Meeting of Stockholders filed with the Securities and Exchange Commission on February 2, 2016.
3 unchanged sentences
3.8 Amendment to the By-laws of the Registrant, dated as of January 20, 2016, is hereby incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 20, 2016.
+Added: Exhibit Number Description
3.9 Amendment to the By-laws of the Registrant, dated as of September 20, 2016, is hereby incorporated by reference to Exhibit 3.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on September 20, 2016.
1 unchanged sentence
4.2 Indenture, dated as of February 7, 2012, among Toll Brothers Finance Corp., the Registrant and the other guarantors named therein and The Bank of New York Mellon, as trustee, is hereby incorporated by reference to Exhibit 4.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2012.
−Removed: 4.3 Authorizing Resolutions, dated as of January 31, 2012, relating to the $300,000,000 principal amount of 5.875% Senior Notes due 2022 of Toll Brothers Finance Corp.
−Removed: guaranteed on a senior basis by the Registrant and certain of its subsidiaries, is hereby incorporated by reference Exhibit 4.2 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2012.
−Removed: 4.4 Form of Global Note for Toll Brothers Finance Corp.’s 5.875% Senior Notes due 2022 is hereby incorporated by reference to Exhibit 4.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on February 7, 2012.
4.3 Authorizing Resolutions, dated as of April 3, 2013, relating to the $300,000,000 principal amount of 4.375% Senior Notes due 2023 of Toll Brothers Finance Corp.
7 unchanged sentences
4.7 Form of Global Note for Toll Brothers Finance Corp.’s 4.875% Senior Notes due 2025 is hereby incorporated by reference to Exhibit 4.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 30, 2015.
−Removed: Exhibit Number Description
4.8 Authorizing Resolutions, dated as of March 10, 2017, relating to the $300,000,000 principal amount of 4.875% Senior Notes due 2027 of Toll Brothers Finance Corp.
7 unchanged sentences
4.13 Form of Global Note for the Issuer’s 4.350% Senior Notes due 2028 is hereby incorporated by reference to Exhibit 4.3 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on January 22, 2018.
+Added: Exhibit Number Description
4.14 Authorizing Resolution, dated as of September 12, 2019, relating to the $400,000,000 aggregate principal amount of 3.800% Senior Notes due 2029 of Toll Brothers Finance Corp., guaranteed on a senior basis by Toll Brothers, Inc.
6 unchanged sentences
4.20 Fifth Supplemental Indenture dated as of October 31, 2014, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.55 of the Registrant’s Form 10-K for the year ended October 31, 2014.
−Removed: Exhibit Number Description
4.21 Sixth Supplemental Indenture dated as of January 30, 2015, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.3 of the Registrant’s Form 10-Q for the quarter ended January 31, 2015.
4 unchanged sentences
4.26 Eleventh Supplemental Indenture dated as of October 31, 2016, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.41 of the Registrant’s Form 10-K for the year ended October 31, 2016.
+Added: Exhibit Number Description
4.27 Twelfth Supplemental Indenture dated as of October 31, 2016, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.42 of the Registrant’s Form 10-K for the year ended October 31, 2016.
5 unchanged sentences
4.33 Eighteenth Supplemental Indenture dated as of April 13, 2018, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.3 of the Registrant’s Form 10-Q for the quarter ended April 30, 2018.
−Removed: Exhibit Number Description
4.34 Nineteenth Supplemental Indenture dated as of April 30, 2018, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.4 of the Registrant’s Form 10-Q for the quarter ended April 30, 2018.
3 unchanged sentences
4.38 Twenty-third Supplemental Indenture dated as of October 30, 2019, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.42 of the Registrant’s Form 10-K for the year ended October 31, 2019.
−Removed: 4.41 Twenty-fourth Supplemental Indenture dated as of April 30, 2020, to the Indenture dated as of February 7, 2012 by and among the parties listed on Twenty-fourth Supplemental Indenture dated as of April 30, 2020, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.1 of the Registrant’s Form 10-Q for the quarter ended April 30, 2020.
−Removed: A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.1 on the Registrant’s Form 10-Q for the quarter ended April 30, 2020.
+Added: 4.39 Twenty-fourth Supplemental Indenture dated as of April 30, 2020, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.1 of the Registrant’s Form 10-Q for the quarter ended April 30, 2020.
+Added: Exhibit Number Description
4.4 Twenty-fifth Supplemental Indenture dated as of October 30, 2020, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.44 of the Registrant’s Form 10-K for the year ended October 31, 2020.
−Removed: 4.43 Twenty-sixth Supplemental Indenture dated as of April 30, 2021, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.1 of the Registrant’s Form 10-A for the quarter ended April 30, 2021.
−Removed: 4.44 Description of Certain of Registrant’s Securities.**
+Added: 4.41 Twenty-sixth Supplemental Indenture dated as of April 30, 2021, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.1 of the Registrant’s Form 10- Q for the quarter ended April 30, 2021.
+Added: 4.42 Twenty-seventh Supplemental Indenture dated as of July 29, 2022, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee, is hereby incorporated by reference to Exhibit 4.1 of the Registrant’s Form 10-Q for the quarter ended July 31, 2022.
+Added: 4.43 Twenty-eighth Supplemental Indenture dated as of October 31, 2022, to the Indenture dated as of February 7, 2012 by and among the parties listed on Schedule A thereto, and The Bank of New York Mellon, as successor Trustee.**
+Added: 4.44 Description of Certain of Registrant’s Securities is hereby incorporated by reference to Exhibit 4.44 of the Registrant’s Form 10-K for the year ended October 31, 2021.
10.1 Amended and Restated Credit Agreement, dated as of October 31, 2019, among the First Huntingdon Finance Corp., Toll Brothers, Inc., and the lenders party thereto and Citibank, N.A., as Administrative Agent, is hereby incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on November 1, 2019.
2 unchanged sentences
10.4 Credit Agreement by and among First Huntingdon Finance Corp., Toll Brothers, Inc., the lenders party thereto and SunTrust Bank, as Administrative Agent dated February 3, 2014, is hereby incorporated by reference to Exhibit 10.2 of the Registrant’s Form 8-K filed with the Securities and Exchange Commission on February 5, 2014
−Removed: Exhibit Number Description
10.5 Amendment No.
6 unchanged sentences
4, dated as of October 31, 2019, to the Credit Agreement, dated as of February 3, 2014, as amended, by and First Huntingdon Finance Corp., Toll Brothers, Inc., the designated guarantors party thereto, the lenders party thereto and SunTrust Bank, as Administrative Agent, is hereby incorporated by reference to Exhibit 10.2 of the Registrant’s Form 8-K filed with the Securities and Exchange Commission on November 1, 2019.
+Added: Exhibit Number Description
10.9 Term Loan Extension Agreements, effective as of October 31, 2020, with respect to the Term Loan Credit Agreement dated as of February 3, 2014 (as amended by Amendment No.
24 unchanged sentences
Stock Incentive Plan for Employees (2007) is hereby incorporated by reference to Exhibit 10.3 of the Registrant’s Form 10-Q for the quarter ended July 31, 2007.
−Removed: Exhibit Number Description
10.17* Form of Stock Award Grant pursuant to the Toll Brothers, Inc.
4 unchanged sentences
Stock Incentive Plan for Employees (2014) is incorporated by reference to Exhibit 10.16 of the Registrant’s Form 10-K for the period ended October 31, 2014.
−Removed: 10.20* Form of Restricted Stock Unit Agreement (Performance Based) pursuant to the Toll Brothers, Inc.
−Removed: Stock Incentive Plan for Employees (2014) is incorporated by reference to Exhibit 10.17 of the Registrant’s Form 10-K for the period ended October 31, 2014.
10.20* Form of Non-Qualified Stock Option Grant, is hereby incorporated by reference to Exhibit 10.18 of the Registrant’s Form 10-K for the year ended October 31, 2016.
10.21* Form of Restricted Stock Unit Agreement (Performance Based), is hereby incorporated by reference to Exhibit 10.19 of the Registrant’s Form 10-K for the year ended October 31, 2016.
−Removed: 10.23* Form of Restricted Stock Unit Agreement (Total Shareholder Return Performance Based), is hereby incorporated by reference to Exhibit 10.20 of the Registrant’s Form 10-K for the year ended October 31, 2016.
10.22* Toll Brothers, Inc.
2 unchanged sentences
333-144230) filed with the Securities and Exchange Commission on October 29, 2008.
+Added: Exhibit Number Description
10.23* Form of Non-Qualified Stock Option Grant pursuant to the Toll Brothers, Inc.
2 unchanged sentences
Amended and Restated Stock Incentive Plan for Non-Employee Directors (2007) is hereby incorporated by reference to Exhibit 10.6 of the Registrant’s Form 10-Q for the quarter ended July 31, 2007.
−Removed: 10.27* Form of Restricted Stock Unit Award Agreement pursuant to the Toll Brothers, Inc.
−Removed: Amended and Restated Stock Incentive Plan for Non-Employee Directors (2007) is incorporated by reference to Exhibit 10.21 of the Registrant’s Form 10-K for the period ended October 31, 2014.
10.25* Toll Brothers, Inc.
1 unchanged sentence
10.26* Form of Non-Qualified Stock Option Grant (Non-Executive Directors), is hereby incorporated by reference to Exhibit 10.26 of the Registrant’s Form 10-K for the year ended October 31, 2016.
−Removed: 10.30* Form of Restricted Stock Unit Agreement (Non-Executive Directors), is hereby incorporated by reference to Exhibit 10.27 of the Registrant’s Form 10-K for the year ended October 31, 2016.
10.27* Toll Brothers, Inc.
4 unchanged sentences
2019 Omnibus Incentive Plan, is hereby incorporated by reference to Exhibit 10.29 of the Registrant’s Form 10-K for the year ended October 31, 2019.
−Removed: Exhibit Number Description
10.30* Form of Restricted Stock Unit Agreement (Performance Based) pursuant to the Toll Brothers, Inc.
2019 Omnibus Incentive Plan, is hereby incorporated by reference to Exhibit 10.30 of the Registrant’s Form 10-K for the year ended October 31, 2019.
−Removed: 10.35* Form of Restricted Stock Unit Agreement (Total Shareholder Return Performance Based), pursuant to the Toll Brothers, Inc.
−Removed: 2019 Omnibus Incentive Plan, is hereby incorporated by reference to Exhibit 10.31 of the Registrant’s Form 10-K for the year ended October 31, 2019.
10.31* Toll Brothers, Inc.
16 unchanged sentences
Executive Severance Plan, is hereby incorporated by reference to Exhibit 10.1 of the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 14, 2019.
+Added: Exhibit Number Description
10.39* Form of Indemnification Agreement between the Registrant and the members of its Board of Directors, is hereby incorporated by reference to Exhibit 10.1 to the Registrant’s Current Report on Form 8-K filed with the Securities and Exchange Commission on March 17, 2009.
13 unchanged sentences
(i) Consolidated Balance Sheets, (ii) Consolidated Statements of Operations and Comprehensive Income, (iii) Consolidated Statements of Changes in Equity, (iv) Consolidated Statements of Cash Flows, and (v) the Notes to Consolidated Financial Statements.
−Removed: Exhibit Number Description
101.INS XBRL Instance Document - the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
22 unchanged sentences
Grubb Officer (Principal Accounting Officer)
−Removed: /s/ Richard J.
−Removed: Braemer Director December 17, 2021
/s/ Stephen F.
3 unchanged sentences
Grimes Director December 19, 2022
+Added: Kan Director December 19, 2022
Marbach Director December 19, 2022
4 unchanged sentences
Shapiro Director December 19, 2022
−Removed: /s/ Robert I.
−Removed: Toll Director December 17, 2021
+Added: Stowell Director December 19, 2022
Management’s Annual Report on Internal Control Over Financial Reporting
9 unchanged sentences
Based on this evaluation under the framework in Internal Control — Integrated Framework, our management concluded that our internal control over financial reporting was effective as of October 31, 2022.
−Removed: During fiscal 2021, we completed the acquisition of each of StoryBook Homes, LLC (“StoryBook”).
−Removed: In accordance with SEC Staff guidance permitting a company to exclude an acquired business from management’s assessment of the effectiveness of internal control over financial reporting for the year in which the acquisition is completed, we have excluded StoryBook from the Company’s assessment of the effectiveness of internal control over financial reporting as of October 31, 2021.
−Removed: This company represented less than 1% of the Company’s total assets as of October 31, 2021 and less than 1% of the Company’s revenues for the fiscal year ended October 31, 2021.
+Added: During fiscal 2022, we completed the acquisition of the operations of Rialto Homes, LP (“Rialto”).
+Added: In accordance with SEC Staff guidance permitting a company to exclude an acquired business from management’s assessment of the effectiveness of internal control over financial reporting for the year in which the acquisition is completed, we have excluded Rialto from the Company’s assessment of the effectiveness of internal control over financial reporting as of October 31, 2022.
+Added: This acquisition represented less than 1% of the Company’s total assets as of October 31, 2022 and less than 1% of the Company’s revenues for the fiscal year ended October 31, 2022.
Our independent registered public accounting firm, Ernst & Young LLP, has issued its report, which is included herein, on the effectiveness of our internal control over financial reporting.
5 unchanged sentences
(the Company) maintained, in all material respects, effective internal control over financial reporting as of October 31, 2022, based on the COSO criteria.
−Removed: As indicated in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of StoryBook Homes, LLC, which are included in the 2021 consolidated financial statements of the Company and constitute less than 1% of total assets as of October 31, 2021 and less than 1% of revenues for the year then ended.
−Removed: Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of StoryBook Homes, LLC.
+Added: As indicated in the accompanying Management’s Annual Report on Internal Control Over Financial Reporting, management’s assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal controls of the operations of Rialto Homes, LP, which are included in the 2022 consolidated financial statements of the Company and constitute less than 1% of total assets as of October 31, 2022 and less than 1% of revenues for the year then ended.
+Added: Our audit of internal control over financial reporting of the Company also did not include an evaluation of the internal control over financial reporting of the operations of Rialto Homes, LP.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the 2022 consolidated financial statements of the Company and our report dated December 19, 2022 expressed an unqualified opinion thereon.
38 unchanged sentences
Critical Audit Matters
−Removed: The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the audit committee and that:
+Added: The critical audit matters communicated below are matters arising from the current period audit of the financial statements that were communicated or required to be communicated to the Audit and Risk Committee and that:
(1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.
5 unchanged sentences
The Company’s accrual for self-insurance was $251.6 million as of October 31, 2022.
−Removed: The Company records expenses and accrues liabilities based on the estimated costs required to cover the accrual for self-insurance and the estimated costs of potential claims and claim adjustment expenses that are above coverage limits or that are not covered by insurance policies.
+Added: The Company records expenses and accrues liabilities based on the estimated costs required to cover its self-insured liability under its insurance policies and the estimated costs of potential claims and claim adjustment expenses that are above coverage limits or that are not covered by insurance policies.
These estimated costs are based on an analysis of historical claims and industry data.
2 unchanged sentences
These estimates are subject to uncertainty due to a variety of factors, the most significant being the long period of time between the delivery of a home to a home buyer and when a structural warranty or construction defect claim may be made, and the ultimate resolution of the claim.
−Removed: Auditing the Company’s estimate of IBNR was especially challenging as evaluating the projection of losses related to these liabilities requires actuarial assumptions that are subject to variability due to uncertainties regarding construction defect claims relative to markets and types of product the Company build, insurance industry practices, and legal or regulatory actions and/or interpretations, among other factors.
+Added: Auditing the Company’s estimate of IBNR was especially challenging as evaluating the projection of losses related to these liabilities requires actuarial assumptions that are subject to variability due to uncertainties regarding construction defect claims relative to markets and types of products the Company builds, insurance industry practices, and legal or regulatory actions and/or interpretations, among other factors.
Key assumptions used in these estimates include claim frequencies, severity, and settlement patterns, which can occur over an extended period of time.
6 unchanged sentences
We involved our internal actuarial specialists to assist in evaluating the Company’s estimate of IBNR, including evaluating the appropriateness of the model and methodology used by management, evaluating the reasonableness of the actuarial assumptions used by management and independently calculating an estimate of IBNR.
+Added: We also evaluated the Company’s disclosures in its consolidated financial statements.
Inventory Impairment
2 unchanged sentences
The Company regularly evaluates whether there are any impairment indicators for inventory present at the community level.
−Removed: If impairment indicators are present, the Company reviews the carrying value of each community’s inventory by comparing the estimated future undiscounted cash flow to the carrying value.
+Added: If impairment indicators are present, the Company reviews the carrying value of each community’s inventory by comparing the estimated future undiscounted cash flows to the carrying value.
For inventory for which the carrying value exceeds the future undiscounted cash flows, the Company writes down the carrying value of the inventory to its estimated fair value primarily based on a discounted cash flow model.
4 unchanged sentences
We obtained an understanding, evaluated the design and tested the operating effectiveness of controls over management’s inventory impairment review process.
−Removed: For example, we tested controls over management’s review of the significant assumptions and data inputs utilized in the calculation of future undiscounted and discounted cash flows.
−Removed: To test the Company’s estimated future cash flows used to test for the recoverability of a community and, if applicable, the measurement of an impairment loss, we performed audit procedures that included, among others, testing the significant assumptions discussed above and the underlying data used by the Company in its impairment analyses, evaluating the methodologies applied by management, and recalculating the total undiscounted and discounted cash flows, if applicable, for each analysis.
+Added: For example, we tested controls over management’s review of the significant assumptions and data inputs utilized in the calculation of future undiscounted and discounted cash flows, if applicable.
+Added: To test the Company’s estimated future cash flows used to test for the recoverability of a community and, if applicable, the measurement of an impairment loss, we performed audit procedures that included, among others, testing the significant assumptions discussed above and the underlying data used by the Company in its impairment analyses, evaluating the methodologies applied by management, and recalculating the total undiscounted and discounted cash flows, if applicable, in each analysis.
In certain cases, we involved our internal real estate valuation specialists to assist in performing these procedures.
16 unchanged sentences
Investments in unconsolidated entities (1)
−Removed: Income taxes receivable — 23,675
852,314 599,101
+Added: $ 12,288,714 $ 11,537,850
LIABILITIES AND EQUITY
9 unchanged sentences
Preferred stock, none issued — —
−Removed: Common stock, 127,937 and 152,937 shares issued at October 31, 2021 and 2020, respectively 1,279 1,529
+Added: Common stock, 127,937 shares issued at October 31, 2022 and October 31, 2021 1,279 1,279
Additional paid-in capital 716,786 714,453
Retained earnings 6,166,732 4,969,839
−Removed: Treasury stock, at cost — 7,820 and 26,410 shares at October 31, 2021 and 2020, respectively ( 391,656 ) ( 1,000,454 )
−Removed: Accumulated other comprehensive income (loss) ("AOCI") 1,109 ( 7,198 )
+Added: Treasury stock, at cost — 18,312 and 7,820 shares at October 31, 2022 and October 31, 2021, respectively ( 916,327 ) ( 391,656 )
+Added: Accumulated other comprehensive income ("AOCI") 37,618 1,109
Total stockholders’ equity 6,006,088 5,295,024
2 unchanged sentences
$ 12,288,714 $ 11,537,850
−Removed: (1) As of October 31, 2021 and 2020, receivables, prepaid expenses, and other assets include $ 90.8 million and $ 163.0 million, respectively, of assets related to consolidated variable interest entities ("VIEs").
+Added: (1) As of October 31, 2022 and 2021, receivables, prepaid expenses, and other assets or investments in unconsolidated entities include $ 81.3 million and $ 90.8 million, respectively, of assets related to consolidated variable interest entities ("VIEs").
See Note 4, “Investments in Unconsolidated Entities” for additional information regarding VIEs.
34 unchanged sentences
Balance, 11/1/2019 152,937 1,529 726,879 4,774,422 ( 425,183 ) ( 5,831 ) 5,071,816 46,877 5,118,693
−Removed: Cumulative effect adjustment upon adoption of ASC 606, net of tax ( 17,987 ) ( 17,987 ) ( 17,987 )
Net income 446,624 446,624 446,624
2 unchanged sentences
( 33,933 ) 58,786 24,853 24,853
−Removed: Employee stock purchase plan issuances
−Removed: 14 1,309 1,323 1,323
Stock-based compensation 24,326 24,326 24,326
−Removed: Cancellation of treasury
−Removed: stock ( 25,000 ) ( 250 ) ( 895,267 ) 895,517 — —
Dividends declared
4 unchanged sentences
Balance, 10/31/2020 152,937 1,529 717,272 5,164,086 ( 1,000,454 ) ( 7,198 ) 4,875,235 52,241 4,927,476
+Added: Cumulative effect adjustment upon adoption of ASU 2016-13, net of tax ( 595 ) ( 595 ) ( 595 )
Net income 833,627 833,627 833,627
2 unchanged sentences
( 26,006 ) 36,489 10,483 10,483
−Removed: Employee stock purchase plan issuances
−Removed: ( 670 ) 2,084 1,414 1,414
Stock-based compensation 23,187 23,187 23,187
+Added: Cancellation of treasury stock ( 25,000 ) ( 250 ) ( 950,315 ) 950,565 — —
Dividends declared
( 76,964 ) ( 76,964 ) ( 76,964 )
−Removed: Other comprehensive loss ( 1,367 ) ( 1,367 ) ( 1,367 )
+Added: Other comprehensive income 8,307 8,307 8,307
Loss attributable to non-controlling interest
— ( 6,770 ) ( 6,770 )
−Removed: Capital contributions, net — 5,374 5,374
+Added: Capital distributions, net — ( 40 ) ( 40 )
Balance, 10/31/2021 127,937 1,279 714,453 4,969,839 ( 391,656 ) 1,109 5,295,024 45,431 5,340,455
−Removed: Cumulative effect adjustment upon adoption of ASU 2016-13, net of tax ( 595 ) ( 595 ) ( 595 )
Net income 1,286,500 1,286,500 1,286,500
2 unchanged sentences
( 18,762 ) 18,068 ( 694 ) ( 694 )
−Removed: Employee stock purchase plan issuances
−Removed: 320 1,118 1,438 1,438
Stock-based compensation 21,095 21,095 21,095
−Removed: Cancellation of treasury stock
−Removed: ( 25,000 ) ( 250 ) ( 950,315 ) 950,565 — —
Dividends declared ( 89,607 ) ( 89,607 ) ( 89,607 )
−Removed: Other comprehensive loss
−Removed: 8,307 8,307 8,307
−Removed: Loss attributable to non-controlling interest
−Removed: — ( 6,770 ) ( 6,770 )
+Added: Other comprehensive income 36,509 36,509 36,509
+Added: Income attributable to non-controlling interest — 64 64
Capital distributions, net — ( 29,743 ) ( 29,743 )
14 unchanged sentences
Inventory impairments and write-offs 32,741 26,535 55,883
−Removed: Gain on sale of assets ( 38,706 ) ( 12,970 ) ( 36,277 )
+Added: Property, construction and office equipment impairments 6,800 — —
+Added: Loss (gain) on sale of assets 576 ( 38,706 ) ( 12,970 )
Other 3,781 ( 406 ) ( 3,774 )
5 unchanged sentences
Receivables, prepaid expenses, and other assets ( 95,018 ) 135,806 ( 176,293 )
−Removed: Income taxes receivable 23,675 ( 2,884 ) ( 20,791 )
+Added: Current income taxes – net 160,500 25,131 ( 4,190 )
Customer deposits – net ( 3,279 ) 165,637 70,423
Accounts payable and accrued expenses 152,499 214,825 71,835
−Removed: Income taxes payable 1,456 ( 1,306 ) ( 22,147 )
Net cash provided by operating activities 986,816 1,303,127 1,008,117
8 unchanged sentences
Cash flow used in financing activities:
−Removed: Proceeds from issuance of senior notes — — 400,000
Proceeds from loans payable 4,304,635 3,158,033 4,027,152
−Removed: Debt issuance costs — — ( 6,180 )
Principal payments of loans payable ( 4,356,185 ) ( 3,425,065 ) ( 4,112,956 )
Redemption of senior notes ( 409,856 ) ( 294,168 ) —
−Removed: Proceeds from stock-based benefit plans, net 10,487 24,856 17,369
+Added: (Payments) proceeds for stock-based benefit plans – net ( 690 ) 10,487 24,856
Purchase of treasury stock ( 542,739 ) ( 378,256 ) ( 634,057 )
Dividends paid ( 88,901 ) ( 76,623 ) ( 56,588 )
−Removed: (Payments) receipts related to noncontrolling interest, net ( 5,491 ) ( 1,718 ) 49
+Added: Payments related to noncontrolling interest – net ( 25,766 ) ( 5,491 ) ( 1,718 )
Net cash used in financing activities ( 1,119,502 ) ( 1,011,083 ) ( 753,311 )
−Removed: Net increase in cash, cash equivalents, and restricted cash 287,808 76,961 103,233
+Added: Net decrease in cash, cash equivalents, and restricted cash ( 285,862 ) 287,808 76,961
Cash, cash equivalents, and restricted cash, beginning of period 1,684,412 1,396,604 1,319,643
13 unchanged sentences
In times of economic disruption when uncertainty regarding future economic conditions is heightened, these estimates and assumptions are subject to greater variability.
−Removed: The Company is currently subject to risks and uncertainties resulting from the COVID-19 pandemic, which adversely impacted our results of operations in the second quarter of fiscal 2020, and is likely to continue to impact our results of operations as well as our business operations.
As a result, actual results could differ from the estimates and assumptions we make that affect the amounts reported in the Consolidated Financial Statements and accompanying notes, and such differences may be material.
12 unchanged sentences
Interest incurred on home building indebtedness in excess of qualified inventory, as defined in ASC 835-20, is charged to the Consolidated Statements of Operations and Comprehensive Income in the period incurred.
−Removed: During fiscal 2021, 2020 and 2019, the Company’s qualified inventory exceeded its indebtedness and all interest incurred was capitalized to inventory.
+Added: During fiscal 2022, 2021 and 2020, the Company’s qualified inventory exceeded its indebtedness and substantially all interest incurred was capitalized to inventory.
See Note 3, “Inventory”.
8 unchanged sentences
The impairment is charged to home sales cost of revenues in the period in which the impairment is determined.
−Removed: In estimating the
−Removed: future undiscounted cash flow of a community, we use various estimates such as (i) the expected sales pace in a community, based upon general economic conditions that will have a short-term or long-term impact on the market in which the community is located and on competition within the market, including the number of home sites available and pricing and incentives being offered in other communities owned by us or by other builders;
+Added: In estimating the future undiscounted cash flow of a community, we use various estimates such as (i) the expected sales pace in a community, based upon general economic conditions that will have a short-term or long-term impact on the market in which the community
+Added: is located and on competition within the market, including the number of home sites available and pricing and incentives being offered in other communities owned by us or by other builders;
(ii) the expected sales prices and sales incentives to be offered in a community;
17 unchanged sentences
We have a significant number of land purchase contracts and financial interests in other entities which we evaluate in accordance with ASC 810.
−Removed: We analyze our land purchase contracts and the entities in which we have an investment to determine whether the land sellers and entities are VIEs and, if so, whether we are the primary beneficiary.
+Added: We analyze our land purchase contracts and the entities in which we have an investment to determine whether the land sellers and entities are VIEs and, if so, whether we are the primary beneficiary (“PB”).
We examine specific criteria and use our judgment when determining if we are the primary beneficiary of a VIE.
52 unchanged sentences
Differences between the cost of treasury stock and the re-issuance proceeds are charged to additional paid-in capital.
−Removed: When treasury stock is canceled, any excess purchase price over par value is charged directly to retained earnings.
−Removed: In each of fiscal 2021 and 2019, we cancelled 25 million shares of treasury stock.
+Added: When treasury stock is cancelled, any excess purchase price over par value is charged directly to retained earnings.
+Added: In fiscal 2021, we cancelled 25 million shares of treasury stock.
Revenue and Cost Recognition
3 unchanged sentences
In certain states where we build, we are not able to complete certain outdoor features prior to the closing of the home.
−Removed: To the extent these separate performance obligations are not complete upon the home closing, we defer a portion of the home sales revenues related to these obligations and subsequently recognize the revenue upon completion of such obligations.
+Added: To the extent these separate performance obligations are not complete upon the home closing, we defer the portion of the home sales revenues related to these obligations and subsequently recognize the revenue upon completion of such obligations.
As of October 31, 2022, the home sales revenues and related costs we deferred related to these obligations were immaterial.
11 unchanged sentences
Our revenues from land sales and other generally consist of:
+Added: (1) land sales to joint ventures in which we retain an interest;
(2) lot sales to third-party builders within our master-planned communities;
(2) land sales to joint ventures in which we retain an interest;
−Removed: and (3) bulk land sales to third parties of land we have decided no longer meets our development criteria.
−Removed: In general, our performance obligation for each of these land sales is fulfilled upon the delivery of the land, which generally coincides with the receipt of cash consideration
−Removed: from the counterparty.
+Added: (3) bulk land sales to third parties of land we have decided no longer meets our development criteria;
+Added: and (4) sales of commercial and retail properties generally located at our City Living projects.
+Added: our performance obligation for each of these land sales is fulfilled upon the delivery of the land, which generally coincides with the receipt of cash consideration from the counterparty.
For land sale transactions that contain repurchase options, revenues and related costs are not recognized until the repurchase option expires.
69 unchanged sentences
If, based on the available evidence, it is more-likely-than-not that such asset will not be realized, a valuation allowance is established against a deferred tax asset.
−Removed: The realization of a deferred tax asset ultimately depends on the existence of sufficient taxable income in either the carryback or carryforward
−Removed: periods under tax law.
+Added: The realization of a
+Added: deferred tax asset ultimately depends on the existence of sufficient taxable income in either the carryback or carryforward periods under tax law.
This assessment considers, among other matters, the nature, consistency, and magnitude of current and cumulative income and losses;
8 unchanged sentences
Segment Reporting
−Removed: We operate in two segments:
−Removed: Traditional Home Building and City Living, our urban development division.
−Removed: Within Traditional Home Building, we operate in five geographic segments around the United States as follows:
+Added: We operate in the following five geographic segments, with current operations generally located in the states listed below:
Eastern Region:
11 unchanged sentences
Our geographic reporting segments are consistent with how our chief operating decision makers are assessing operating performance and allocating capital.
−Removed: We opened communities in the Salt Lake City, Utah and Portland, Oregon markets in fiscal 2019.
−Removed: In addition, as a result of recent acquisitions, we commenced operations in Georgia and South Carolina in fiscal 2019 and Tennessee in fiscal 2020.
+Added: At October 31, 2022, we concluded that our City Living operations were no longer a reportable operating segment, primarily due to its insignificance as a result of the change in structure and shift in strategy for its operations.
+Added: Therefore, we have five operating segments as reflected above.
+Added: Amounts reported in prior periods have been restated to conform to the fiscal 2022 presentation.
+Added: The realignment did not have any impact on our consolidated financial position, results of operations, earnings per share or cash flows for the periods presented.
+Added: As the result of recent acquisitions, we commenced operations in San Antonio, Texas in fiscal 2022 and Tennessee in fiscal 2020.
Recent Accounting Pronouncements
9 unchanged sentences
This guidance became effective on March 12, 2020 and can be adopted no later than December 31, 2022, with early adoption permitted.
−Removed: We are currently evaluating the effect that such new guidance will have on our consolidated financial statements and related disclosures, but do not expect that the adoption of ASU 2020-04, as amended by ASU 2021-01, will have a material impact on our Consolidated Balance Sheet or Consolidated Statement of Operations or Comprehensive Income.
−Removed: In fiscal 2021, we acquired substantially all of the assets and operations of StoryBook Homes, LLC (“StoryBook”), a privately-held home builder with operations in Las Vegas, Nevada for approximately $ 38.8 million in cash.
+Added: We are currently evaluating the impact, but do not expect that the adoption of ASU 2020-04, as amended by ASU 2021-01, will have a material impact on our Consolidated Balance Sheet or Consolidated Statement of Operations and Comprehensive Income.
+Added: Reclassification
+Added: Certain prior period amounts have been reclassified to conform to the fiscal 2022 presentation.
+Added: In fiscal 2022, we acquired substantially all of the assets and operations of a privately-held home builder with operations in San Antonio, Texas for approximately $ 48.1 million in cash.
+Added: The assets acquired, which consisted of 16 communities, were primarily inventory, including approximately 450 home sites owned or controlled through land purchase agreements.
+Added: This acquisition was accounted for as an asset acquisition and was not material to our results of operations or financial condition.
+Added: In fiscal 2021, we acquired substantially all of the assets and operations of a privately-held home builder with operations in Las Vegas, Nevada for approximately $ 38.8 million in cash.
The assets acquired were primarily inventory for future communities, including approximately 550 home sites owned or controlled through land purchase agreements.
This acquisition was accounted for as an asset acquisition and was not material to our results of operations or financial condition.
−Removed: In fiscal 2020, we acquired substantially all of the assets and operations of The Thrive Group, LLC (“Thrive”), an urban infill builder with operations in Atlanta, Georgia and Nashville, Tennessee, and Keller Homes, Inc.
−Removed: (“Keller”), a builder with operations in Colorado Springs, Colorado.
+Added: In fiscal 2020, we acquired substantially all of the assets and operations of an urban infill builder with operations in Atlanta, Georgia and Nashville, Tennessee, and a builder with operations in Colorado Springs, Colorado.
The aggregate purchase price for these acquisitions was approximately $ 79.2 million in cash.
−Removed: The assets acquired were primarily inventory, including approximately 1,100 home sites owned or controlled through
−Removed: land purchase agreements.
+Added: The assets acquired were primarily inventory, including approximately 1,100 home sites owned or controlled through land purchase agreements.
One of these acquisitions was accounted for as a business combination and neither were material to our results of operations or financial condition.
−Removed: In fiscal 2019, we acquired substantially all of the assets and operations of Sharp Residential, LLC (“Sharp”) and Sabal Homes LLC (“Sabal”), for approximately $ 162.4 million in cash.
−Removed: Sharp operates in metropolitan Atlanta, Georgia;
−Removed: Sabal operates in the Charleston, Greenville, and Myrtle Beach, South Carolina markets.
−Removed: The assets acquired, which consisted of 22 communities, were primarily inventory, including approximately 2,550 home sites owned or controlled through land purchase agreements.
−Removed: These acquisitions were accounted for as business combinations and were not material to our results of operations or financial condition.
Inventory at October 31, 2022 and 2021 consisted of the following (amounts in thousands):
10 unchanged sentences
Backlog consists of homes under contract but not yet delivered to our home buyers (“backlog”).
−Removed: Information regarding the classification, number, and carrying value of these temporarily closed communities at October 31, 2021, 2020, and 2019, is provided in the table below ($ amounts in thousands):
−Removed: 2021 2020 2019
−Removed: Land owned for future communities:
−Removed: Number of communities 1 10 16
−Removed: Carrying value (in thousands) $ 15,771 $ 68,064 $ 120,857
−Removed: Operating communities:
−Removed: Number of communities — 4 1
−Removed: Carrying value (in thousands) $ — $ 32,112 $ 2,871
The amounts we have provided for inventory impairment charges and the expensing of costs that we believed not to be recoverable in each of the three fiscal years ended October 31, 2022, 2021, and 2020, are shown in the table below (amounts in thousands):
6 unchanged sentences
and (2) the number of future communities impaired, the amount of impairment charges recognized, and the fair value of those communities, net of impairment charges.
−Removed: See Note 14, “Commitments and Contingencies,” for information regarding land purchase commitments.
+Added: See Note 14, “Commitments and Contingencies,” for information regarding land purchase contracts.
At October 31, 2022, we evaluated our land purchase contracts, including those to acquire land for apartment developments, to determine whether any of the selling entities were VIEs and, if they were, whether we were the primary beneficiary of any of them.
Under these land purchase contracts, we do not possess legal title to the land;
−Removed: our maximum exposure to loss is generally limited to deposits paid to the sellers and predevelopment costs incurred;
+Added: our maximum exposure to loss is generally
+Added: limited to deposits paid to the sellers and predevelopment costs incurred;
and the creditors of the sellers generally have no recourse against us.
8 unchanged sentences
Interest expensed in other income – net — — ( 2,440 )
−Removed: Interest reclassified to property, construction and office equipment ( 1,034 ) — —
+Added: Interest reclassified to property, construction and office equipment - net — ( 1,034 ) —
Interest capitalized on investments in unconsolidated entities ( 6,699 ) ( 4,574 ) ( 3,835 )
+Added: Previously capitalized interest transferred to investments in unconsolidated entities ( 2,412 ) — —
Previously capitalized interest on investments in unconsolidated entities transferred to inventory 231 194 215
Interest capitalized, end of year $ 209,468 $ 253,938 $ 297,975
−Removed: During the year ended October 31, 2021, we incurred approximately $ 946,000 of interest related to our interest rate swaps which is included in accumulated other comprehensive income, and approximately $ 211,000 was reclassified out of accumulated other comprehensive income to home sales cost of revenues.
−Removed: No similar amounts were incurred during the years ended October 31, 2020 and 2019.
+Added: During the years ended October 31, 2022 and October 31, 2021, we recognized approximately $( 2.9 ) million and $ 0.9 million of net (gains) losses related to our interest rate swaps which is included in accumulated other comprehensive income, respectively, and approximately $( 31,300 ) and $ 211,000 of net (gains) losses were reclassified out of accumulated other comprehensive income to home sales cost of revenues, respectively.
+Added: No similar amounts were incurred during the year ended October 31, 2020.
Investments in Unconsolidated Entities
We have investments in various unconsolidated entities and our ownership interest in these investments range from 5.0 % to 50 %.
−Removed: These entities, which are structured as joint ventures (i) develop land for the joint venture participants and for sale to outside builders (“Land Development Joint Ventures”);
+Added: These entities, which are structured as joint ventures either (i) develop land for the joint venture participants and for sale to outside builders (“Land Development Joint Ventures”);
(ii) develop for-sale homes (“Home Building Joint Ventures”);
−Removed: (iii) develop luxury for-rent residential apartments, commercial space, and a hotel (“Rental Property Joint Ventures”), which includes our investment in Toll Brothers Realty Trust (the “Trust”);
−Removed: and (iv) invest in distressed loans and real estate and provide financing and land banking to residential builders and developers for the acquisition and development of land and home sites (“Gibraltar Joint Ventures”).
+Added: (iii) develop luxury for-rent residential apartments and single family homes, commercial space, and a hotel (“Rental Property Joint Ventures”), or (iv) provide financing and land banking to residential builders and developers for the acquisition and development of land and home sites (“Gibraltar Joint Ventures”).
In fiscal 2022, 2021 and 2020, we recognized income from the unconsolidated entities in which we had an investment of $ 23.7 million, $ 74.0 million, and $ 0.9 million, respectively.
6 unchanged sentences
Investment in unconsolidated entities (1)
+Added: $ 343,314 $ 49,385 $ 441,399 $ 18,216 $ 852,314
Number of unconsolidated entities with funding commitments by the Company
1 unchanged sentence
$ 180,812 $ 20,072 $ 90,900 $ 12,533 $ 304,317
+Added: (1) Our total investment includes $ 100.2 million related to 13 unconsolidated joint venture-related variable interests in VIEs and our maximum exposure to losses related to these VIEs is approximately $ 200.0 million as of October 31, 2022.
+Added: Our ownership interest in such unconsolidated Joint Venture VIEs ranges from 20 % to 50 % .
+Added: (2) Our remaining funding commitment includes approximately $ 105.0 million related to our unconsolidated joint venture-related variable interests in VIEs.
+Added: The table below provides information as of October 31, 2021, regarding active joint ventures that we are invested in, by joint venture category ($ amounts in thousands):
+Added: Joint Ventures Home Building
+Added: Joint Ventures Rental Property
+Added: Joint Ventures Gibraltar
+Added: Joint Ventures Total
+Added: Number of unconsolidated entities
+Added: Investment in unconsolidated entities (1)
+Added: $ 243,767 $ 12,944 $ 316,580 $ 25,810 $ 599,101
+Added: Number of unconsolidated entities with funding commitments by the Company
+Added: Company’s remaining funding commitment to unconsolidated entities (2)
+Added: $ 173,786 $ — $ 50,800 $ 23,424 $ 248,010
+Added: (1) Our total investment includes $ 105.2 million related to 12 unconsolidated joint venture-related variable interests in VIEs and our maximum exposure to losses related to these VIEs is approximately $ 290.6 million as of October 31, 2021.
+Added: Our ownership interest in such unconsolidated Joint Venture VIEs ranges from 20 % to 50 % .
+Added: (2) Our remaining funding commitment includes approximately $ 184.5 million related to our unconsolidated joint venture-related variable interests in VIEs.
Certain joint ventures in which we have investments obtained debt financing to finance a portion of their activities.
The table below provides information at October 31, 2022, regarding the debt financing obtained by category ($ amounts in thousands):
+Added: Joint Ventures Home Building
Joint Ventures Rental Property
4 unchanged sentences
$ 444,306 $ 17,583 $ 1,774,567 $ 2,236,456
+Added: The table below provides information at October 31, 2021, regarding the debt financing obtained by category ($ amounts in thousands):
+Added: Joint Ventures Rental Property
+Added: Joint Ventures Total
+Added: Number of joint ventures with debt financing
+Added: Aggregate loan commitments $ 422,446 $ 2,351,156 $ 2,773,602
+Added: Amounts borrowed under commitments
+Added: $ 328,173 $ 1,342,918 $ 1,671,091
More specific and/or recent information regarding our investments in and future commitments to these entities is provided below.
New Joint Ventures
−Removed: In August 2021, we announced a strategic partnership with Equity Residential, an NYSE-listed company focused on the acquisition, development and management of residential rental properties, to selectively acquire and develop sites for new rental apartment communities in metro Boston, MA;
−Removed: Orange County/San Diego, CA;
−Removed: and Dallas-Fort Worth, TX.
−Removed: The strategic partnership has an initial term of three years.
−Removed: For selected projects, Equity Residential is expected to invest 75 % of the equity and Toll Brothers is expected to invest the remaining 25 % of the equity.
−Removed: It is expected that each project will also be financed with approximately 60 % leverage.
−Removed: Equity Residential will have the option to acquire each property upon stabilization.
−Removed: The parties have targeted an initial minimum co-investment of $ 733.0 million in combined equity, or $ 1.83 billion in aggregate value, assuming 60 % leverage.
−Removed: In connection with this strategic partnership, our apartment living division will act as the managing member of each project, overseeing approvals, design and construction for which we will receive development, construction management, and financing fees, as well as a promoted interest to be realized upon the sale of each property.
−Removed: We have agreed, with limited exceptions, to develop apartment projects exclusively with Equity Residential in the designated metro markets.
−Removed: In connection with this strategic partnership, Equity Residential will receive fees for property management, leasing and marketing services, as well as construction oversight.
−Removed: In the fourth quarter of fiscal 2021, we entered into three joint ventures with Equity Residential under this arrangement.
The table below provides information on joint ventures entered into during fiscal 2022 ($ amounts in thousands):
−Removed: Land Development Joint Ventures Rental Property Joint Ventures
+Added: Land Development Joint Ventures Home Building Joint Ventures Rental Property Joint Ventures Gibraltar Joint Ventures
Number of unconsolidated joint ventures entered into during the period 3 2 12 1
1 unchanged sentence
$ 48,600 $ 48,700 $ 132,200 $ 2,700
+Added: In the fourth quarter of fiscal 2022, we entered into two joint ventures with an unrelated party to develop two luxury condominium communities in the New York City metropolitan area.
+Added: Prior to the formation of these ventures, we capitalized approximately $ 106.5 million of land and land development costs.
+Added: Our partner acquired a 55 % interest in these ventures for approximately $ 61.0 million, which equaled our pro-rata cost basis.
+Added: We received cash of $ 61.2 million as a result of these formations, which included a combination of partner and loan proceeds, resulting in our initial investment in these ventures of $ 45.5 million.
+Added: Concurrent with their formation, the joint ventures entered into construction loan agreements aggregating $ 219.7 million to finance the remaining development of these projects, of which $ 17.6 million was borrowed at the closing of the ventures.
The table below provides information on joint ventures entered into during fiscal 2021 ($ amounts in thousands):
6 unchanged sentences
In connection with these sales, we recognized gains of $ 21.0 million, $ 74.8 million, and $ 10.7 million, respectively, which is included in “Income from unconsolidated entities” in our Consolidated Statements of Operations and Comprehensive Income.
−Removed: In fiscal 2021 and 2020, we recognized other-than-temporary impairment charges on our investments in certain Home Building Joint Ventures of $ 2.1 million and $ 6.0 million, respectively.
−Removed: In fiscal 2019, we recognized an other-than-temporary impairment charge on a certain Land Development Joint Venture of $ 1.0 million.
+Added: In fiscal 2022, 2021 and 2020, we recognized other-than-temporary impairment charges on our investments in certain Home Building and Rental Property Joint Ventures of $ 8.0 million and $ 2.1 million and $ 6.0 million, respectively.
In fiscal 2022, 2021 and 2020, we purchased land from unconsolidated entities, principally related to our acquisition of lots from our Land Development Joint Ventures, totaling $ 54.8 million, $ 18.5 million, and $ 17.6 million, respectively.
Our share of income from the lots we acquired was insignificant in each period.
−Removed: We sold land to unconsolidated entities, which principally involved land sales to our Rental Property Joint Ventures, totaling $ 227.8 million, $ 74.1 million and $ 110.9 million in our fiscal 2021, 2020 and 2019.
+Added: We sold land to unconsolidated entities, which principally involved land sales to our Home Building and Rental Property Joint Ventures, totaling $ 434.2 million, $ 227.8 million and $ 74.1 million in our fiscal 2022, 2021 and 2020.
These amounts are included in “Land sales and other revenue” on our Consolidated Statements of Operations and Comprehensive Income and are generally sold at or near our land basis.
−Removed: Subsequent Event
−Removed: In November 2021, one of our Rental Property Joint Ventures sold their assets to an unrelated party for $ 91.0 million.
−Removed: In connection with such sale, the joint venture repaid its then-outstanding loan, in an aggregate principal amount of $ 36.9 million.
−Removed: We received cash of $ 30.5 million and expect to recognize gains of approximately $ 20.0 million, which will be included in “Income (loss) from unconsolidated entities” in our Consolidated Statements of Operations and Comprehensive Income for the three-month period ending January 31, 2022.
+Added: At October 31, 2022 and 2021, we had receivables due from joint ventures totaling $ 51.7 million and $ 16.6 million, respectively, primarily related to amounts we funded on behalf of our partners that had not yet been reimbursed and amounts due to us for management fees earned.
The unconsolidated entities in which we have investments generally finance their activities with a combination of partner equity and debt financing.
−Removed: In some instances, we have guaranteed debt of unconsolidated entities.
+Added: In some instances, we have guaranteed portions of debt of unconsolidated entities.
These guarantees may include any or all of the following:
11 unchanged sentences
Information with respect to certain of the Company’s unconsolidated entities’ outstanding debt obligations, loan commitments and our guarantees thereon are as follows ($ amounts in thousands):
−Removed: October 31, 2021
+Added: October 31, 2022 October 31, 2021
Loan commitments in the aggregate $ 2,858,800 $ 2,195,200
Our maximum estimated exposure under repayment and carry cost guarantees if the full amount of the debt obligations were borrowed (1)
+Added: $ 597,800 $ 418,800
Debt obligations borrowed in the aggregate $ 1,110,900 $ 1,092,700
1 unchanged sentence
Estimated fair value of guarantees provided by us related to debt and other obligations $ 16,900 $ 11,000
−Removed: Terms of guarantees 4 months -
+Added: Terms of guarantees 1 month -
+Added: 3.7 years 4 months -
+Added: (1) At October 31, 2022 and 2021, our maximum estimated exposure under repayment and carry cost guarantees includes approximately $ 95.0 million and $ 106.1 million, respectively, related to our unconsolidated Joint Venture VIEs.
The maximum exposure estimates presented above do not take into account any recoveries from the underlying collateral or any reimbursement from our partners.
−Removed: We have not made payments under any of the guarantees, nor have we been called upon to do so.
+Added: Nor do they include any potential exposures related to project completion guarantees or the indemnities noted above, which are not estimable.
+Added: We have not made payments under any of the outstanding guarantees, nor have we been called upon to do so.
Variable Interest Entities
−Removed: The table below provide information as of October 31, 2021 and 2020, regarding our unconsolidated joint venture-related variable interests in VIEs ($ amounts in thousands):
−Removed: October 31, 2021 October 31, 2020
−Removed: Number of Joint Venture VIEs that the Company is not the Primary Beneficiary (“PB”)
−Removed: Investment balance in unconsolidated Joint Venture VIEs included in Investments in unconsolidated entities in our Consolidated Balance Sheets $ 105,200 $ 63,100
−Removed: Our maximum exposure to losses related to loan guarantees and additional commitments provided to unconsolidated Joint Venture VIEs $ 290,600 $ 122,100
−Removed: Our ownership interest in the above unconsolidated Joint Venture VIEs ranges from 20 % to 50 %.
−Removed: The table below provide information as of October 31, 2021 and 2020, regarding our consolidated joint venture-related variable interests in VIEs ($ amounts in thousands):
+Added: We have both unconsolidated and consolidated joint venture-related variable interests in VIEs.
+Added: Information regarding our involvement in unconsolidated joint-venture related variable interests in VIEs has been disclosed throughout information presented above.
+Added: The table below provides information as of October 31, 2022 and October 31, 2021, regarding our consolidated joint venture-related variable interests in VIEs ($ amounts in thousands):
Balance Sheet Classification October 31, 2022 October 31, 2021
Number of Joint Venture VIEs that the Company is the PB and consolidates
−Removed: Carrying value of consolidated VIEs assets Receivables prepaid expenses, and other assets $ 90,800 $ 163,000
+Added: Carrying value of consolidated VIEs assets Receivables prepaid expenses, and other assets and Investments in unconsolidated entities $ 81,300 $ 90,800
Our partners’ interests in consolidated VIEs Noncontrolling interest $ 9,700 $ 39,400
7 unchanged sentences
Joint Venture Condensed Combined Financial Information
−Removed: The Condensed Combined Balance Sheets, as of the dates indicated, and the Condensed Combined Statements of Operations and Comprehensive Income, for the periods indicated, for the unconsolidated entities in which we have an investment, aggregated by type of business, are included below (in thousands).
+Added: The Condensed Combined Balance Sheets, as of the dates indicated, and the Condensed Combined Statements of Operations, for the periods indicated, for the unconsolidated entities in which we have an investment, aggregated by type of business, are included below (in thousands).
Condensed Combined Balance Sheets:
9 unchanged sentences
Rental properties under development — — 1,413,607 — 1,413,607
−Removed: Real estate owned — — — 211 211
Other assets 172,110 15,232 117,027 881 305,250
16 unchanged sentences
Rental properties under development — — 697,659 — 697,659
−Removed: Real estate owned — — — 6,752 6,752
Other assets 144,320 10,157 71,917 1,185 227,579
3 unchanged sentences
Members’ equity 613,421 125,550 846,446 115,283 1,700,700
−Removed: Noncontrolling interest — — — 416 416
Total liabilities and equity $ 1,004,427 $ 137,275 $ 2,351,430 $ 133,732 $ 3,626,864
1 unchanged sentence
$ 243,767 $ 12,944 $ 316,580 $ 25,810 $ 599,101
−Removed: (1) Our underlying equity in the net assets of the unconsolidated entities exceeded our net investment in unconsolidated entities by $ 16.5 million and $ 29.4 million as of October 31, 2021 and 2020, respectively, and these differences are primarily a result of other than temporary impairments related to our investments in unconsolidated entities;
+Added: (1) Our underlying equity in the net assets of the unconsolidated entities was (less)/more than our net investment in unconsolidated entities by $( 18.5 ) million and $ 16.5 million as of October 31, 2022 and 2021, respectively, and these differences are primarily a result of other than temporary impairments related to our investments in unconsolidated entities;
interest capitalized on our investments;
13 unchanged sentences
Total expenses 181,832 49,804 230,834 27,665 490,135
−Removed: Gain on disposition of loans and REO
−Removed: — — — ( 4,109 ) ( 4,109 )
+Added: Loss on disposition of loans and REO — — — ( 113 ) ( 113 )
Income (loss) from operations 25,347 11,098 ( 37,933 ) 9,927 8,439
14 unchanged sentences
Total expenses 83,829 110,323 204,328 12,453 410,933
−Removed: Gain on disposition of loans and REO
−Removed: — — — 1,053 1,053
+Added: Loss on disposition of loans and REO — — — ( 4,109 ) ( 4,109 )
Income (loss) from operations 26,501 ( 21,789 ) ( 62,955 ) 4,795 ( 53,448 )
−Removed: Other income (loss) 3,061 536 ( 448 ) 3,149
+Added: Other income 8,807 317 177,777 — 186,901
Income (loss) before income taxes 35,308 ( 21,472 ) 114,822 4,795 133,453
Income tax provision (benefit) 258 ( 875 ) ( 824 ) — ( 1,441 )
−Removed: Net income (loss) including earnings from noncontrolling interests 22,289 ( 253 ) ( 44,515 ) 10,567 ( 11,912 )
−Removed: loss attributable to noncontrolling interest — — — 48 48
−Removed: Net income (loss) attributable to controlling interest $ 22,289 $ ( 253 ) $ ( 44,515 ) $ 10,615 $ ( 11,864 )
+Added: Net income (loss) $ 35,050 $ ( 20,597 ) $ 115,646 $ 4,795 $ 134,894
Company’s equity (deficit) in earnings of unconsolidated entities (2)
12 unchanged sentences
Income (loss) from operations 19,416 ( 1,043 ) ( 44,067 ) 10,567 ( 15,127 )
−Removed: Other income 3,079 6,144 16,651 12,793 38,667
+Added: Other income (loss) 3,061 536 ( 448 ) 3,149
Income (loss) before income taxes 22,477 ( 507 ) ( 44,515 ) 10,567 ( 11,978 )
−Removed: Income tax provision
−Removed: 193 457 — — 650
+Added: Income tax provision (benefit) 188 ( 254 ) — — ( 66 )
Net income (loss) including earnings from noncontrolling interests 22,289 ( 253 ) ( 44,515 ) 10,567 ( 11,912 )
−Removed: income attributable to noncontrolling interest
−Removed: — — — ( 9,593 ) ( 9,593 )
+Added: loss attributable to noncontrolling interest — — — 48 48
Net income (loss) attributable to controlling interest $ 22,289 $ ( 253 ) $ ( 44,515 ) $ 10,615 $ ( 11,864 )
11 unchanged sentences
Improvement cost receivable 60,812 67,626
−Removed: Escrow cash held by our captive title company 41,429 24,712
+Added: Escrow cash held by our wholly owned captive title company 51,796 41,429
Properties held for rental apartment and commercial development 224,593 381,401
1 unchanged sentence
Right-of-use asset 116,660 96,276
+Added: Derivative assets 71,929 13,884
Other 135,604 85,729
1 unchanged sentence
See Note 7, “Accrued Expenses,” for additional information regarding the expected recoveries from insurance carriers and others.
−Removed: As of October 31, 2021 and 2020, properties held for rental apartment and commercial development include $ 90.8 million and $ 163.0 million, respectively, of assets related to consolidated VIEs.
+Added: As of October 31, 2022, there were no consolidated VIE assets included in properties held for rental apartment and commercial development.
+Added: As of October 31, 2021, properties held for rental apartment and commercial development included $ 90.8 million of assets related to consolidated VIEs.
See Note 4, “Investments in Unconsolidated Entities” for additional information regarding VIEs.
34 unchanged sentences
In addition, under the provisions of the Revolving Credit Facility, our ability to pay cash dividends was limited to approximately $ 3.72 billion as of October 31, 2022.
−Removed: At October 31, 2021, we had no outstanding borrowings under the Revolving Credit Facility and had outstanding letters of credit of approximately $ 94.5 million.
+Added: At October 31, 2022, we had no outstanding borrowings under the Revolving Credit Facility and had outstanding letters of credit of $ 117.7 million.
Loans Payable – Other
11 unchanged sentences
4.375% Senior Notes due April 15, 2023 400,000 400,000
−Removed: 5.625% Senior Notes due January 15, 2024 — 250,000
4.875% Senior Notes due November 15, 2025 350,000 350,000
9 unchanged sentences
Each series of senior notes is redeemable in whole or in part at any time at our option, at prices that vary based upon the then-current rates of interest and the remaining original term of the senior notes to be redeemed.
+Added: In November 2021, we redeemed the remaining $ 409.9 million principal amount of 5.875 % Senior Notes due February 15, 2022, at par, plus accrued interest.
In March 2021, we redeemed, prior to maturity, all $ 250.0 million aggregate principal amount of our then-outstanding 5.625 % Senior Notes due 2024.
1 unchanged sentence
In the first quarter of fiscal 2021, we redeemed, prior to maturity, approximately $ 10.0 million of the $ 409.9 million then-outstanding principal amount of 5.875 % Senior Notes due February 15, 2022, plus accrued interest.
−Removed: On October 31, 2019, we redeemed, prior to maturity, the $ 250.0 million of then-outstanding principal amount of 6.75 % Senior Notes due November 1, 2019, at par, plus accrued interest.
−Removed: In September 2019, we issued $ 400.0 million aggregate principal amount of 3.80 % Senior Notes due 2029.
−Removed: The Company received $ 396.4 million of net proceeds from the issuance of these Senior Notes.
−Removed: On November 30, 2018, we redeemed, prior to maturity, the $ 350.0 million of then-outstanding principal amount of 4.00 % Senior Notes due December 31, 2018, at par, plus accrued interest.
−Removed: Subsequent event
−Removed: On November 15, 2021, we redeemed the remaining $ 409.9 million principal amount of 5.875 % Senior Notes due February 15, 2022, at par, plus accrued interest.
Mortgage Company Loan Facility
−Removed: TBI Mortgage ® Company (“TBI Mortgage”), our wholly owned mortgage subsidiary, has a mortgage warehousing agreement (“Warehousing Agreement”) with a bank, which has been amended from time to time, to finance the origination of mortgage loans by TBI Mortgage.
+Added: Toll Brothers Mortgage Company (“TBMC”), our wholly owned mortgage subsidiary, has a mortgage warehousing agreement (“Warehousing Agreement”) with a bank, which has been amended from time to time, to finance the origination of mortgage loans by TBMC.
The Warehousing Agreement is accounted for as a secured borrowing under ASC 860, “Transfers and Servicing.” The Warehousing Agreement provides for loan purchases up to $ 75.0 million, subject to certain sublimits.
−Removed: In addition, the Warehousing Agreement, provides for an accordion feature under which TBI Mortgage may request that the aggregate commitments under the Warehousing Agreement be increased to an amount up to $ 150.0 million for a short period of time.
+Added: In addition, the Warehousing Agreement, provides for an accordion feature under which TBMC may request that the aggregate commitments under the Warehousing Agreement be increased to an amount up to $ 150.0 million for a short period of time.
We are also subject to an under usage fee based on outstanding balances, as defined in the Warehousing Agreement.
−Removed: Prior to its scheduled expiration on March 4, 2021 , the Warehousing Agreement was amended and restated to extend the expiration date to March 3, 2022 and to reduce the interest rate thereunder to LIBOR plus 1.75 % per annum (with a LIBOR floor of 0.75 %).
−Removed: Prior to the extension, borrowings under the facility bore interest at LIBOR plus 1.90 % per annum.
+Added: Before the amendment and restatement in April 2022, the Warehousing Agreement was set to expire on April 2, 2022, and borrowings thereunder bore interest at LIBOR plus 1.75 % per annum.
+Added: In April 2022, the Warehousing Agreement was amended and restated to extend the expiration date to March 31, 2023 and to cause borrowings thereunder to bear interest at the Bloomberg Short-Term Yield Index Rate (“BSBY”) plus 1.75 % per annum (with a BSBY floor of 0.50 %).
At October 31, 2022, the interest rate on the Warehousing Agreement was 5.38 % per annum.
2 unchanged sentences
At October 31, 2022 and 2021, amounts outstanding under the agreement were collateralized by $ 187.2 million and $ 245.0 million, respectively, of mortgage loans held for sale, which are included in assets in our Consolidated Balance Sheets.
−Removed: As of October 31, 2021, there were no aggregate outstanding purchase price limitations reducing the amount available to TBI Mortgage.
+Added: As of October 31, 2022, there were no aggregate outstanding purchase price limitations reducing the amount available to TBMC.
There are several restrictions on purchased loans under the agreement, including that they cannot be sold to others, they cannot be pledged to anyone other than the agent, and they cannot support any other borrowing or repurchase agreements.
21 unchanged sentences
Adjustments to our warranty liabilities related to homes delivered in prior periods are recorded in the period in which a change in our estimate occurs.
−Removed: The table below provides a reconciliation of the changes in our warranty accrual during fiscal 2021, 2020, and 2019 (amounts in thousands):
+Added: The table below provides a reconciliation of the changes in our warranty accrual during
+Added: fiscal 2022, 2021, and 2020 (amounts in thousands):
2022 2021 2020
3 unchanged sentences
Increase in accruals for homes closed in prior years - net (1)
+Added: 39,433 9,155 6,711
Reclassification from self-insurance accruals — 3,618 —
2 unchanged sentences
Balance, end of year $ 164,409 $ 145,062 $ 157,351
+Added: (1) The fiscal 2022 amount includes an additional $ 29.0 million of warranty charges expected to be recovered from our insurance carriers and suppliers, which are recorded as a receivable at October 31, 2022 and is included in “Receivables, prepaid expenses, and other assets” on our 2022 Consolidated Balance Sheet.
Since fiscal 2014, we have received water intrusion claims from owners of homes built since 2002 in communities located in Pennsylvania and Delaware (which are in our North region).
−Removed: During fiscal 2021, we continued to receive water intrusion claims from homeowners in this region, mostly related to older homes, and we continue to perform review procedures to assess, among other things, the number of affected homes, whether repairs are likely to be required, and the extent of such repairs.
−Removed: Our review process, conducted quarterly, includes an analysis of many factors applicable to these communities to determine whether a claim is likely to be received and the estimated costs to resolve any such claim, including:
+Added: We continue to perform review procedures to assess, among other things, the number of affected homes, whether repairs are likely to be required, and the extent of such repairs.
+Added: Our review process, conducted quarterly, includes an analysis of many factors to determine whether a claim is likely to be received and the estimated costs to resolve any such claim, including:
the closing dates of the homes;
8 unchanged sentences
From October 31, 2016 through the second quarter of fiscal 2020, our recorded aggregate estimated repair costs to be incurred for known and unknown water intrusion claims was $ 324.4 million and our recorded aggregate expected recoveries from insurance carriers and suppliers were approximately $ 152.6 million.
−Removed: Based on trends in claims experience over several years and lower than anticipated repair costs, in the second fiscal quarter of 2020 and again in the fourth fiscal quarter of 2021, we reduced the estimate of the aggregate estimated repair costs to be incurred for known and unknown water intrusion claims by $ 24.4 million and $ 11.8 million, respectively.
−Removed: Because these reductions were associated with periods in which we expect our insurance deductibles and self-insured retentions to be exhausted, we reduced our aggregate expected recoveries from insurance carriers and suppliers by a corresponding $ 24.4 million and $ 11.8 million, in fiscal 2020 and fiscal 2021, respectively.
+Added: Based on trends in claims experience over several years and lower than anticipated repair costs, in the second fiscal quarter of 2020 and again in the fourth fiscal quarter of 2021, we reduced the aggregate estimated repair costs to be incurred for known and unknown water intrusion claims by a total of $ 36.2 million.
+Added: Because these reductions were associated with periods in which we expect our insurance deductibles and self-insured retentions to be exhausted, we reduced our aggregate expected recoveries from insurance carriers and suppliers by a corresponding $ 36.2 million.
Our recorded remaining estimated repair costs, which reflects a reduction for the aggregate amount expended to resolve claims, were approximately $ 46.9 million at October 31, 2022 and $ 54.7 million at October 31, 2021.
−Removed: Our recorded remaining expected
−Removed: recoveries from insurance carriers and suppliers were approximately $ 5.8 million at October 31, 2021 and $ 68.4 million at October 31, 2020.
−Removed: As noted above, our review process includes a number of estimates that are based on assumptions with uncertain outcomes, including, but not limited to, the number of homes to be repaired, the extent of repairs needed, the repair procedures employed, the cost of those repairs, outcomes of litigation or arbitrations, and expected recoveries from insurance carriers and suppliers.
+Added: Our recorded remaining expected recoveries from insurance carriers and suppliers were approximately $ 2.3 million at October 31, 2022 and $ 5.8 million at October 31, 2021.
+Added: As noted above, our review process includes a number of estimates that are based on assumptions with uncertain outcomes.
Due to the degree of judgment required in making these estimates and the inherent uncertainty in potential outcomes, it is reasonably possible that our actual costs and recoveries could differ from those recorded and such differences could be material.
In addition, due to such uncertainty, we are unable to estimate the range of any such differences.
−Removed: With respect to our insurance receivables, disputes between home builders and carriers over coverage positions relating to construction defect claims are common, and resolution of claims with carriers involves the exchange of significant amounts of information and frequently involves legal action.
−Removed: As a result of coverage disputes related to water intrusion claims, we entered arbitration proceedings during the third quarter of fiscal 2019 with certain of our insurance carriers.
−Removed: During the third quarter of fiscal 2021, we settled all such outstanding disputes and have since entered into coverage agreements with the relevant insurance carriers.
−Removed: Based on the resolution of such disputes and the terms of these coverage agreements, we concluded that no adjustments to our insurance receivables were necessary and we continue to believe that the collection of our remaining recorded insurance receivables is probable.
The following table provides a reconciliation of our effective tax rate from the federal statutory tax rate for the fiscal years ended October 31, 2022, 2021, and 2020 ($ amounts in thousands):
8 unchanged sentences
Increase in unrecognized tax benefits 658 — — — — —
−Removed: Changes in tax law — — — — ( 523 ) ( 0.1 )
Excess stock compensation benefit ( 3,012 ) ( 0.2 ) ( 4,698 ) ( 0.4 ) ( 3,339 ) ( 0.6 )
7 unchanged sentences
Our state income tax rate, before federal benefit, was 5.8 % and 5.6 % in fiscal 2021 and 2020, respectively
−Removed: The following table provides information regarding the provision for income taxes for each of the fiscal years ended October 31, 2021, 2020, and 2019 (amounts in thousands):
+Added: The following table provides information regarding the provision (benefit) for income taxes for each of the fiscal years ended October 31, 2022, 2021, and 2020 (amounts in thousands):
2022 2021 2020
14 unchanged sentences
Increase in benefit as a result of tax positions taken in current year 833 — 306
−Removed: Decrease in benefit as a result of settlements — — ( 2,670 )
Decrease in benefit as a result of lapse of statute of limitations ( 1,987 ) ( 1,435 ) ( 2,124 )
1 unchanged sentence
The statute of limitations has expired on our federal tax returns for fiscal years through 2018.
−Removed: The statue of limitations for our major state tax jurisdictions remains open for examination for fiscal year 2016 and subsequent years.
+Added: The statute of limitations for our major state tax jurisdictions remains open for examination for fiscal year 2017 and subsequent years.
Our unrecognized tax benefits are included in the current portion of “Income taxes payable” on our Consolidated Balance Sheets.
37 unchanged sentences
On February 21, 2017, our Board of Directors approved the initiation of quarterly cash dividends to shareholders.
−Removed: In March 2021, our Board of Directors approved an increase in the quarterly dividend from $ 0.11 to $ 0.17 per share.
+Added: In March 2022, our Board of Directors approved an increase in the quarterly dividend from $ 0.17 to $ 0.20 per share, which was previously increased to $ 0.17 from $ 0.11 in March 2021.
During the fiscal years ended October 31, 2022, 2021 and 2020, we declared and paid aggregate cash dividends of $ 0.77 , $ 0.62 and $ 0.44 per share, respectively, to our shareholders.
1 unchanged sentence
From time to time since fiscal 2017, our Board of Directors has renewed its authorization to repurchase up to 20 million shares of our common stock in open market transactions, privately negotiated transactions (including accelerated share repurchases), issuer tender offers or other financial arrangements or transactions for general corporate purposes, including to obtain shares for the Company’s equity award and other employee benefit plans.
−Removed: Most recently, on March 10, 2020, our Board of Directors authorized the repurchase of 20 million shares of our common stock and terminated, effective the same date, the existing authorization that had been in effect since December 11, 2019.
+Added: Most recently, on May 17, 2022, our Board of Directors renewed its authorization to repurchase 20 million shares of our common stock and terminated, effective the same date, the existing authorization that had been in effect since March 10, 2020.
The Board of Directors did not fix any expiration date for this repurchase program.
16 unchanged sentences
Tax expense ( 2,424 ) ( 316 ) ( 852 )
−Removed: Net losses arising during the period ( 164 ) ( 3,329 ) ( 9,094 )
+Added: Net gains (losses) arising during the period 7,149 ( 164 ) ( 3,329 )
Gains reclassified from AOCI to net income (1)
10 unchanged sentences
Net gains on derivative instruments 28,034 6,975 —
−Removed: Gains reclassified from AOCI to net income (3)
−Removed: Tax expense (2)
−Removed: Net gains reclassified from AOCI to net income 158 — —
+Added: (Losses) gains reclassified from AOCI to net income (3)
+Added: Tax benefit (expense) (2)
+Added: Net (losses) gains reclassified from AOCI to net income ( 24 ) 158 —
Other comprehensive income, net of tax 28,010 7,133 —
49 unchanged sentences
Exercised ( 180 ) $ 31.35
−Removed: Canceled ( 17 ) $ 35.41
+Added: Cancelled ( 4 ) $ 43.65
Balance, October 31, 2,823 $ 34.37 3.19 years $ 25,835
6 unchanged sentences
In fiscal 2022, 2021, and 2020, the Executive Compensation Committee approved awards of performance-based restricted stock units (“Performance-Based RSUs”) relating to shares of our common stock to certain members of our senior management.
−Removed: The number of shares earned for Performance-Based RSUs are based on the attainment of certain operational performance metrics approved by the Executive Compensation Committee in the year of grant.
+Added: The number of shares earned for Performance-Based RSUs is based on the attainment of certain operational performance metrics approved by the Executive Compensation Committee in the year of grant.
The number of shares underlying the Performance-Based RSUs that may be issued to the recipients ranges from 0 % to 150 % of the base award depending on actual achievement as compared to the target performance goals.
8 unchanged sentences
Vested ( 121 ) $ 37.19
−Removed: Forfeited — $ —
Nonvested at October 31, 280 $ 39.79
7 unchanged sentences
Fair market value of Performance-Based RSUs vested (in thousands) $ 4,514 $ 5,084 $ 5,638
−Removed: Shares earned with respect to Performance-Based RSUs issued in December 2014, 2015, and 2016 were delivered in fiscal 2019, 2020, and 2021, respectively.
+Added: Shares earned with respect to Performance-Based RSUs granted in December 2015, 2016, and 2017 were delivered in fiscal 2020, 2021, and 2022, respectively.
Time-Based Restricted Stock Units:
−Removed: We issued time-based restricted stock units (“Time-Based RSUs”) to various officers, employees, and non-employee directors on an annual basis.
+Added: We issue time-based restricted stock units (“Time-Based RSUs”) to various officers, employees, and non-employee directors on an annual basis.
These Time-Based RSUs generally vest in annual installments over a two-year (for non-employee directors) or four-year (for employees) period and are generally settled at the end of such period.
−Removed: The value of the Time-Based RSUs was determined to be equal to the number of shares of our common stock underlying the Time-Based RSUs multiplied by the closing price of our common stock on the NYSE on the date the Time-Based RSUs were awarded, adjusted for post-vesting restrictions applicable to retirement eligible participants.
+Added: The value of the Time-Based RSUs are determined to be equal to the number of shares of our common stock underlying the Time-Based RSUs multiplied by the closing price of our common stock on the NYSE on the date the Time-Based RSUs are awarded, adjusted for post-vesting restrictions applicable to retirement eligible participants.
The fair value of Time-Based RSUs is expensed evenly over the shorter of the vesting period or the period between the grant date and the time the award becomes nonforfeitable by the participant.
26 unchanged sentences
In fiscal 2022, 2021 and 2020, we issued 38,932 shares, 31,257 shares, and 54,235 shares under the ESPP, respectively.
−Removed: The expense is recognized in all fiscal periods was not material.
+Added: The expense recognized in all fiscal periods was not material.
Earnings Per Share Information
24 unchanged sentences
Although the Company has determined that the significant inputs, such as interest yield curve and discount rate, used to value its interest rate swap contracts fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our counterparties and our own credit risk utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by us and our counterparties.
−Removed: However, as of October 31, 2021, we have assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our interest rate swap contract positions and have determined that the credit valuation adjustments were not significant to the overall valuation of our interest rate swap contracts.
+Added: However, as of October 31, 2022 and 2021, we have assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our interest rate swap contract positions and have determined that the credit valuation adjustments were not significant to the overall valuation of our interest rate swap contracts.
As a result, we have determined that our interest rate swap contracts valuations in their entirety are classified in Level 2 of the fair value hierarchy.
8 unchanged sentences
At October 31, Aggregate unpaid
−Removed: principal balance Fair value Excess
+Added: principal balance Fair value Fair value greater (less) than principal balance
2022 $ 193,746 $ 185,150 $ ( 8,596 )
14 unchanged sentences
If we used a different input for any of the various unobservable inputs used in our impairment analysis, the results of the analysis may have been different, absent any other changes.
−Removed: Impairments on operating communities were insignificant in fiscals 2021 and 2020 and, accordingly, we did not disclose the ranges of certain quantitative unobservable inputs utilized in determining the fair value of such impaired operating communities.
−Removed: In fiscal 2021 and 2020, we recognized $ 19.8 million and $ 31.7 million of impairment charges on land owned for future communities relating to six and nine communities, respectively.
−Removed: As of the period the impairment charges were recognized, the estimated fair value of these communities in the aggregate, net of impairment charges, were $ 23.9 million and $ 21.8 million, respectively.
+Added: Impairments on operating communities were insignificant in each of the three fiscal years ended October 31, 2022, 2021, and 2020 and, accordingly, we did not disclose the ranges of certain quantitative unobservable inputs utilized in determining the fair value of such impaired operating communities.
+Added: In fiscal 2022, 2021 and 2020, we recognized $ 19.7 million, $ 19.8 million and $ 31.7 million of impairment charges on land owned for future communities relating to four , six and nine communities, respectively.
+Added: As of the period the impairment charges were recognized, the estimated fair value of these communities in the aggregate, net of impairment charges, were $ 49.5 million, $ 23.9 million, and $ 21.8 million respectively.
For the majority of these communities, the estimated fair values were determined based upon the expected sales price per lot in a community sale to another builder.
The range of sales price per lot utilized in determining fair values was approximately $ 25,000 - $ 500,000 per lot.
−Removed: There were no impairment charges on land owned for future communities in 2019.
−Removed: The table below provides, for the periods indicated, the number of operating communities that we reviewed for potential impairment, the number of operating communities in which we recognized impairment charges, the amount of impairment charges recognized, and, as of the end of the period indicated, the fair value of those communities, net of impairment charges
−Removed: ($ amounts in thousands):
−Removed: Impaired operating communities
−Removed: Three months ended:
−Removed: communities tested Number of communities Fair value of
−Removed: communities, net
−Removed: of impairment charges Impairment charges recognized
−Removed: January 31 53 1 $ 419 $ 1,100
−Removed: April 30 27 — $ — —
−Removed: July 31 18 — $ — —
−Removed: October 31 21 — $ — —
−Removed: January 31 65 — $ — $ —
−Removed: April 30 80 1 $ 2,754 300
−Removed: July 31 66 — $ — —
−Removed: October 31 53 1 $ 1,113 375
−Removed: January 31 49 5 $ 37,282 $ 5,785
−Removed: April 30 64 6 $ 36,159 17,495
−Removed: July 31 69 3 $ 5,436 1,100
−Removed: October 31 71 7 $ 18,910 6,695
The table below provides, as of the dates indicated, the book value and estimated fair value of our debt at October 31, 2022 and 2021 (amounts in thousands):
25 unchanged sentences
We used a 5.26 %, 2.27 %, and 1.95 % discount rate in our calculation of the present value of our projected benefit obligations at October 31, 2022, 2021, and 2020, respectively.
−Removed: The rates represent the approximate long-term investment rate at October 31 of the fiscal year for which the present value was calculated.
+Added: The rates represent the approximate long-
+Added: term investment rate at October 31 of the fiscal year for which the present value was calculated.
Information related to the plans is based on actuarial information calculated as of October 31, 2022, 2021 and 2020.
19 unchanged sentences
Unamortized prior service cost, end of year $ 3,678 $ 5,484 $ 6,452
−Removed: Accumulated unrecognized loss, October 31 $ ( 2,288 ) $ ( 3,273 ) $ ( 2,567 )
+Added: Accumulated unrecognized gain (loss), October 31 $ 7,285 $ ( 2,288 ) $ ( 3,273 )
Accumulated benefit obligation, October 31 $ 36,904 $ 47,705 $ 48,374
8 unchanged sentences
We believe that adequate provision for resolution of all current claims and pending litigation has been made and that the disposition of these matters will not have a material adverse effect on our results of operations and liquidity or on our financial condition.
−Removed: We previously disclosed that the Pennsylvania Attorney General was conducting a review of our construction of stucco homes in Pennsylvania after January 1, 2005 and had requested that we voluntarily produce documents and information.
−Removed: The Company complied with the Attorney General’s request by producing information and documents in response to a subpoena issued in the
−Removed: second quarter of fiscal 2019.
−Removed: Because the Attorney General has requested no further information from the Company, we do not expect to include this disclosure in future filings unless a material development occurs.
−Removed: Land Purchase Commitments
+Added: Land Purchase Contracts
Generally, our agreements to acquire land parcels do not require us to purchase those land parcels, although we, in some cases, forfeit any deposit balance outstanding if and when we terminate an agreement.
2 unchanged sentences
While we may not have formally terminated the purchase agreements for those land parcels that we do not expect to acquire, we write off any nonrefundable deposits and costs previously capitalized to such land parcels in the periods that we determine such costs are not recoverable.
−Removed: Information regarding our land purchase commitments at October 31, 2021 and 2020, is provided in the table below (amounts in thousands):
−Removed: Aggregate purchase commitments:
+Added: Information regarding our land purchase contracts at October 31, 2022 and 2021, is provided in the table below (amounts in thousands):
+Added: Aggregate purchase price:
Unrelated parties $ 4,279,660 $ 4,442,804
1 unchanged sentence
Total $ 4,321,717 $ 4,452,757
−Removed: Deposits against aggregate purchase commitments $ 336,363 $ 223,571
+Added: Deposits against aggregate purchase price $ 463,452 $ 336,363
Additional cash required to acquire land 3,858,265 4,116,394
3 unchanged sentences
the purchase prices of these home sites will be determined at a future date.
−Removed: At October 31, 2021, we also had similar purchase commitments to acquire land for apartment developments of approximately $ 143.7 million, of which we had outstanding deposits in the amount of $ 7.1 million.
+Added: At October 31, 2022, we also had similar purchase contracts to acquire land for apartment developments of approximately $ 308.8 million, of which we had outstanding deposits in the amount of $ 9.6 million.
We intend to develop these projects in joint ventures with unrelated parties in the future.
55 unchanged sentences
(2) Our leases do not provide a readily determinable implicit rate.
−Removed: Therefore, we must estimate our discount rate for such leases to determine the present value of lease payments at the lease commencement date.
+Added: Therefore, we estimate our discount rate for such leases to determine the present value of lease payments at the lease commencement date.
The majority of our facility leases give us the option to extend the lease term.
9 unchanged sentences
2022 2021 2020
−Removed: Interest income $ 4,320 $ 10,009 $ 19,017
Income from ancillary businesses $ 24,668 $ 36,711 $ 25,540
−Removed: Management fee income from Home Building Joint Ventures, net 1,646 3,636 9,948
+Added: Management fee income from Land Development and Home Building Joint Ventures – net
+Added: 7,968 1,646 3,636
+Added: Gain on litigation settlement – net
Directly expensed interest — — ( 2,440 )
1 unchanged sentence
Total other income – net
−Removed: Management fee income from home building unconsolidated entities presented above primarily represents fees earned by our City Living and Traditional Home Building operations.
−Removed: In addition, in fiscal 2021, 2020 and 2019, our apartment living operations earned fees from unconsolidated entities of $ 20.2 million, $ 14.0 million, and $ 11.9 million, respectively.
−Removed: Fees earned by our apartment living operations are included in income from ancillary businesses above.
+Added: $ 171,377 $ 40,614 $ 35,693
+Added: In fiscal 2022, we entered into a $ 192.5 million settlement agreement with Southern California Gas Company to resolve our claims associated with a natural gas leak that occurred from October 2015 through February 2016 at the Aliso Canyon underground storage facility located near certain of our communities in southern California.
+Added: As a result, net of legal fees and expenses, we recorded a pre-tax gain of $ 148.4 million, of which $ 141.2 million was recorded in Other Income - net in our Consolidated Statements of Operations and Comprehensive Income in fiscal 2022.
+Added: The remainder was recorded as an offset to previously incurred expenses.
+Added: Coincident with this settlement, we seeded a new Toll Brothers charitable foundation with $ 10.0 million which was recorded in Selling, general and administrative in our Consolidated Statements of Operations and Comprehensive Income in fiscal 2022.
+Added: Management fee income from Land Development and Home Building Joint Ventures - net includes fees earned by our City Living and home building operations.
Income from ancillary businesses is generated by our mortgage, title, landscaping, smart home technology, Gibraltar, apartment living, and golf course and country club operations.
−Removed: The table below provides revenues and expenses for these ancillary businesses for the years ended October 31, 2021, 2020, and 2019 (amounts in thousands):
+Added: The table below provides revenues and expenses for these ancillary
+Added: businesses for the years ended October 31, 2022, 2021, and 2020 (amounts in thousands):
2022 2021 2020
2 unchanged sentences
Other income $ — $ — $ 12,970
+Added: In fiscal 2022, our smart home technology business recognized a $ 9.0 million gain from a bulk sale of security monitoring accounts, which is included in income from ancillary businesses above.
In fiscal 2020, we sold one of our golf club properties to a third party for $ 15.6 million and recognized a gain of $ 9.1 million.
In addition, we recognized a previously deferred gain of $ 3.8 million related to the sale of a golf club property from fiscal 2019.
−Removed: In fiscal 2019, we sold seven of our golf club properties to third parties for $ 64.3 million and we recognized a gain of $ 35.1 million during the year ended October 31, 2019 as a result of these sales.
+Added: In fiscal 2022, 2021 and 2020, our apartment living operations earned fees from unconsolidated entities of $ 23.2 million, $ 20.2 million, and $ 14.0 million, respectively.
+Added: Fees earned by our apartment living operations are included in income from ancillary businesses.
Information on Segments
The table below summarizes revenue and income (loss) before income taxes for our segments for each of the fiscal years ended October 31, 2022, 2021, and 2020 (amounts in thousands).
+Added: At October 31, 2022, we concluded that our City Living operations were no longer a reportable operating segment, primarily due to its insignificance as a result of the change in structure and shift in strategy for its operations.
+Added: Therefore, we concluded we have five operating segments as reflected below.
+Added: Amounts reported in prior periods have been restated to conform to the fiscal 2022 presentation.
Revenue Income (loss) before income taxes
2022 2021 2020 2022 2021 2020
−Removed: Traditional Home Building:
+Added: (restated) (restated) (restated) (restated)
North $ 1,853,720 $ 2,011,896 $ 1,480,187 $ 280,829 $ 313,694 $ 87,576
3 unchanged sentences
Pacific 2,441,959 2,156,114 2,029,851 572,844 382,855 351,493
−Removed: Traditional Home Building 8,060,455 6,817,159 6,828,190 1,097,549 737,364 860,908
−Removed: City Living (1)
−Removed: 370,772 120,946 253,188 157,653 29,679 70,133
+Added: Total home building 9,712,028 8,431,227 6,938,105 1,802,335 1,255,202 767,043
Corporate and other (1)
( 858 ) 519 ( 748 ) ( 98,609 ) ( 154,887 ) ( 180,142 )
+Added: 9,711,170 8,431,746 6,937,357 1,703,726 1,100,315 586,901
Land sales and other revenue 564,388 358,615 140,302
−Removed: Total $ 8,790,361 $ 7,077,659 $ 7,223,966 $ 1,100,315 $ 586,901 $ 787,170
−Removed: (1) In the first quarter of fiscal 2021, we sold certain commercial assets associated with our Hoboken, New Jersey condominium projects for $ 82.4 million which is included in Land sales and other revenues above.
−Removed: City Living recognized net gains of $ 38.3 million from these sales.
+Added: Total consolidated $ 10,275,558 $ 8,790,361 $ 7,077,659 $ 1,703,726 $ 1,100,315 $ 586,901
+Added: (1) Included in our fourth quarter of fiscal 2022 is a $ 141.2 million net gain related to a favorable litigation settlement as further discussed in Note 15, “Other Income - Net”.
“Corporate and other” is comprised principally of general corporate expenses such as our executive offices;
1 unchanged sentence
interest income;
−Removed: income from certain of our ancillary businesses, and income from our Rental Property Joint Ventures and Gibraltar Joint Ventures.
+Added: income from certain of our ancillary businesses, including our apartment rental development business;
+Added: and income from our Rental Property Joint Ventures and Gibraltar Joint Ventures.
Total assets for each of our segments at October 31, 2022 and 2021, are shown in the table below (amounts in thousands):
−Removed: Traditional Home Building:
North $ 1,464,995 $ 1,624,420
3 unchanged sentences
Pacific 2,174,065 2,221,752
−Removed: Traditional Home Building 8,328,148 7,711,159
−Removed: City Living 332,972 539,750
+Added: Total home building 9,611,274 8,661,120
Corporate and other 2,677,440 2,876,730
−Removed: $ 11,537,850 $ 11,065,733
−Removed: “Corporate and other” is comprised principally of cash and cash equivalents, restricted cash, income tax receivable, investments in our Rental Property Joint Ventures, expected recoveries from insurance carriers and suppliers, our Gibraltar investments and operations, manufacturing facilities, and our mortgage and title subsidiaries.
+Added: Total consolidated $ 12,288,714 $ 11,537,850
+Added: “Corporate and other” is comprised principally of cash and cash equivalents, restricted cash, deferred tax assets, investments in our Rental Property Joint Ventures, expected recoveries from insurance carriers and suppliers, our Gibraltar investments and operations, manufacturing facilities, and our mortgage and title subsidiaries.
Inventory for each of our segments, as of the dates indicated, is shown in the table below (amounts in thousands):
1 unchanged sentence
Balances at October 31, 2022
−Removed: Traditional Home Building:
North $ 25,876 $ 125,762 $ 1,142,060 $ 1,293,698
3 unchanged sentences
Pacific 81,387 128,485 1,747,734 1,957,606
−Removed: Traditional Home Building 185,656 353,564 7,129,245 7,668,465
−Removed: City Living — 211,173 36,246 247,419
−Removed: $ 185,656 $ 564,737 $ 7,165,491 $ 7,915,884
−Removed: Balances at October 31, 2020
−Removed: Traditional Home Building:
+Added: Total consolidated $ 240,751 $ 808,851 $ 7,683,724 $ 8,733,326
+Added: Balances at October 31, 2021 (restated) (restated) (restated)
North $ 24,791 $ 202,273 $ 1,229,298 $ 1,456,362
3 unchanged sentences
Pacific 34,548 122,836 1,897,214 2,054,598
−Removed: Traditional Home Building 223,525 838,890 6,133,186 7,195,601
−Removed: City Living — 197,953 265,352 463,305
−Removed: $ 223,525 $ 1,036,843 $ 6,398,538 $ 7,658,906
+Added: Total consolidated $ 185,656 $ 564,737 $ 7,165,491 $ 7,915,884
The amounts we have provided for inventory impairment charges and the expensing of costs that we believed not to be recoverable for each of our segments, for the years ended October 31, 2022, 2021, and 2020, are shown in the table below (amounts in thousands):
2022 2021 2020
−Removed: Traditional Home Building:
North $ 11,860 $ 12,194 $ 28,352
3 unchanged sentences
Pacific 10,030 1,278 5,967
−Removed: Traditional Home Building 25,435 55,883 37,560
−Removed: City Living 1,100 — 4,800
−Removed: $ 26,535 $ 55,883 $ 42,360
+Added: Total consolidated $ 32,741 $ 26,535 $ 55,883
The net carrying value of our investments in unconsolidated entities and our equity in earnings (losses) from such investments, for each of our segments, as of the dates indicated, are shown in the table below (amounts in thousands):
3 unchanged sentences
2022 2021 2022 2021 2020
−Removed: Traditional Home Building:
+Added: (restated) (restated) (restated)
+Added: North $ 49,385 $ 12,944 $ 1,068 $ ( 641 ) $ ( 7,674 )
Mid-Atlantic 26,171 27,313 ( 405 ) 5,953 ( 11 )
2 unchanged sentences
Pacific 89,196 73,066 248 ( 17 ) 1,280
−Removed: Traditional Home Building 243,768 127,690 18,555 15,662 19,061
−Removed: City Living 12,944 33,819 ( 641 ) ( 7,674 ) 4,103
+Added: Total home building 392,699 256,712 21,470 17,914 7,988
Corporate and other 459,615 342,389 2,253 56,121 ( 7,040 )
−Removed: $ 599,101 $ 430,701 $ 74,035 $ 948 $ 24,868
+Added: Total consolidated $ 852,314 $ 599,101 $ 23,723 $ 74,035 $ 948
“Corporate and other” is comprised of our investments in the Rental Property Joint Ventures and the Gibraltar Joint Ventures.
7 unchanged sentences
Increase in receivables, prepaid expenses, and other assets and accrued expenses related to the adoption of ASU 2016-02 and other lease activity $ — $ — $ 122,269
−Removed: Reclassification from inventory to property, construction, and office equipment, net due to the adoption of ASC 606
−Removed: $ — $ — $ 104,807
−Removed: Non-controlling interest $ ( 1,320 ) $ 7,092 $ 38,134
−Removed: Reclassification of inventory to property, construction, and office equipment, net $ 39,309 $ 16,558 $ —
−Removed: Transfer of other assets to inventory, net
−Removed: $ — $ — $ 7,100
+Added: Reclassification from inventory to property, construction, and office equipment - net $ — $ 39,309 $ 16,558
Transfer of inventory to investment in unconsolidated entities $ 46,019 $ 50,841 $ 13,690
Transfer of other assets to investment in unconsolidated entities, net $ 100,123 $ 94,332 $ 52,345
−Removed: $ 94,332 $ 52,345 $ 44,139
+Added: Transfer of other assets to property, construction, and office equipment - net $ 16,168 $ — $ —
Unrealized gain on derivatives $ 34,680 $ 10,330 $ —
7 unchanged sentences
Cash and cash equivalents $ 1,346,754 $ 1,638,494 $ 1,370,944
−Removed: Restricted cash and cash held by our captive title company included in receivables, prepaid expenses, and other assets
−Removed: $ 45,918 $ 25,660 $ 33,629
+Added: Restricted cash included in receivables, prepaid expenses, and other assets $ 51,796 $ 45,918 $ 25,660
Total cash, cash equivalents, and restricted cash shown in the Consolidated
10 unchanged sentences
Income before income taxes (1)
+Added: $ 841,144 $ 365,951 $ 295,815 $ 200,816
Net income (1)
−Removed: Earnings per share (a)
+Added: $ 640,536 $ 273,467 $ 220,593 $ 151,904
+Added: Earnings per share (2)
Basic $ 5.67 $ 2.37 $ 1.87 $ 1.26
9 unchanged sentences
Net income $ 374,330 $ 234,932 $ 127,866 $ 96,499
−Removed: Earnings per share (a)
+Added: Earnings per share (2)
Basic $ 3.06 $ 1.90 $ 1.03 $ 0.77
3 unchanged sentences
Diluted 124,057 125,610 125,999 127,562
−Removed: (a) Due to rounding, the sum of the quarterly earnings per share amounts may not equal the reported earnings per share for the year.
+Added: (1) Included in our fourth quarter of fiscal 2022 is a $ 141.2 million net gain related to a favorable litigation settlement as further discussed in Note 15, “Other Income - Net”.
+Added: (2) Due to rounding, the sum of the quarterly earnings per share amounts may not equal the reported earnings per share for the year.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.