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Delaware
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95-4337490
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(State or other jurisdiction of
incorporation or organization)
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(I.R.S. Employer
Identification No.)
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Large accelerated filer
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ý
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Accelerated filer
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¨
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Non-accelerated filer
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¨
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Smaller reporting company
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¨
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May 31,
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November 30,
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2013 (1)
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2012 (1)
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ASSETS
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Lennar Homebuilding:
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|||
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Cash and cash equivalents
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$
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727,505
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1,146,867
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Restricted cash
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8,602
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8,096
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Receivables, net
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60,178
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53,745
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Inventories:
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|||
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Finished homes and construction in progress
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2,131,982
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1,625,048
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Land and land under development
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3,392,505
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3,119,804
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Consolidated inventory not owned
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306,138
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326,861
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Total inventories
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5,830,625
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5,071,713
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Investments in unconsolidated entities
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729,876
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565,360
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Other assets
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1,023,268
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956,070
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8,380,054
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7,801,851
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Rialto Investments:
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|||
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Cash and cash equivalents
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91,631
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|
|
105,310
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Defeasance cash to retire notes payable
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37,903
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223,813
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Loans receivable, net
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370,694
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436,535
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Real estate owned, held-for-sale
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204,385
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134,161
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Real estate owned, held-and-used, net
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478,314
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601,022
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Investments in unconsolidated entities
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115,313
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108,140
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Other assets
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39,037
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38,379
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1,337,277
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1,647,360
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Lennar Financial Services
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776,826
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912,995
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Total assets
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$
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10,494,157
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10,362,206
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(1)
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Under certain provisions of Accounting Standards Codification (“ASC”) Topic 810,
Consolidations
, (“ASC 810”) the Company is required to separately disclose on its condensed consolidated balance sheets the assets owned by consolidated variable interest entities (“VIEs”) and liabilities of consolidated VIEs as to which neither Lennar Corporation, or any of its subsidiaries, has any obligations.
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May 31,
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November 30,
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2013 (2)
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2012 (2)
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|||
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LIABILITIES AND EQUITY
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|||
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Lennar Homebuilding:
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|||
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Accounts payable
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$
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228,491
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220,690
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Liabilities related to consolidated inventory not owned
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250,607
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268,159
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Senior notes and other debts payable
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4,538,344
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4,005,051
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Other liabilities
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655,544
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635,524
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5,672,986
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5,129,424
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Rialto Investments:
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|||
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Notes payable and other liabilities
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276,723
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600,602
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Lennar Financial Services
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499,609
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630,972
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Total liabilities
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6,449,318
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6,360,998
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Stockholders’ equity:
|
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|||
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Preferred stock
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—
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—
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Class A common stock of $0.10 par value; Authorized: May 31, 2013 and November 30, 2012
- 300,000,000 shares; Issued: May 31, 2013 - 173,415,395 shares and November 30, 2012
-172,397,149 shares
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17,342
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17,240
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Class B common stock of $0.10 par value; Authorized: May 31, 2013 and November 30, 2012
- 90,000,000 shares; Issued: May 31, 2013
- 32,982,815 shares
and November 30, 2012
- 32,982,815 shares
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3,298
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3,298
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Additional paid-in capital
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2,396,074
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2,421,941
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Retained earnings
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1,784,669
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1,605,131
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Treasury stock, at cost; May 31, 2013 - 11,705,489 Class A common stock and 1,679,620
Class B common stock; November 30, 2012 - 12,152,816 Class A common stock and
1,679,620 Class B common stock
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(615,781
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)
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(632,846
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)
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Total stockholders’ equity
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3,585,602
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3,414,764
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Noncontrolling interests
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459,237
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586,444
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Total equity
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4,044,839
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|
4,001,208
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Total liabilities and equity
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$
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10,494,157
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10,362,206
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(2)
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As of
May 31, 2013
, total liabilities include
$405.2 million
related to consolidated VIEs as to which there was no recourse against the Company, of which
$4.3 million
is included in Lennar Homebuilding accounts payable,
$38.2 million
in Lennar Homebuilding liabilities related to consolidated inventory not owned,
$172.8 million
in Lennar Homebuilding senior notes and other debts payable,
$12.5 million
in Lennar Homebuilding other liabilities and
$177.4 million
in Rialto Investments notes payable and other liabilities.
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Three Months Ended
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Six Months Ended
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|||||||||
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May 31,
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May 31,
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|||||||||
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2013
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2012
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2013
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2012
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|||||
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Revenues:
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|||||
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Lennar Homebuilding
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$
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1,281,344
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808,088
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2,149,788
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1,432,521
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Lennar Financial Services
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119,096
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88,595
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214,976
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156,810
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Rialto Investments
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25,684
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33,472
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51,306
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65,680
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Total revenues
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1,426,124
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930,155
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2,416,070
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1,655,011
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Costs and expenses:
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|||||
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Lennar Homebuilding
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1,108,570
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731,842
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1,887,244
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1,316,587
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Lennar Financial Services
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89,924
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70,615
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169,702
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130,580
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Rialto Investments
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28,305
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30,198
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60,076
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63,568
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Corporate general and administrative
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33,853
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29,168
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65,123
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|
56,010
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|
Total costs and expenses
|
1,260,652
|
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|
861,823
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2,182,145
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1,566,745
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Lennar Homebuilding equity in earnings (loss) unconsolidated entities
|
13,461
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(9,381
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)
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12,594
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(8,298
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)
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|
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Lennar Homebuilding other income (expense), net
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(2,686
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)
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|
12,758
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1,580
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16,825
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Other interest expense
|
(25,109
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)
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(23,803
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)
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(51,140
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)
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(48,652
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)
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Rialto Investments equity in earnings from unconsolidated entities
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4,505
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5,569
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10,678
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24,027
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Rialto Investments other income (expense), net
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6,646
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(1,372
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)
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7,973
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(13,612
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)
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Earnings before income taxes
|
162,289
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|
52,103
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|
215,610
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|
58,556
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(Provision) benefit for income taxes
|
(19,491
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)
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402,321
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(15,854
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)
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|
403,845
|
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|
|
Net earnings (including net earnings (loss) attributable to noncontrolling interests)
|
$
|
142,798
|
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|
454,424
|
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|
199,756
|
|
|
462,401
|
|
|
Less: Net earnings (loss) attributable to noncontrolling interests (1)
|
5,362
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|
1,721
|
|
|
4,828
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(5,270
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)
|
|
|
Net earnings attributable to Lennar
|
$
|
137,436
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|
|
452,703
|
|
|
194,928
|
|
|
467,671
|
|
|
Basic earnings per share
|
$
|
0.71
|
|
|
2.39
|
|
|
1.01
|
|
|
2.47
|
|
|
Diluted earnings per share
|
$
|
0.61
|
|
|
2.06
|
|
|
0.88
|
|
|
2.16
|
|
|
Cash dividends per each Class A and Class B common share
|
$
|
0.04
|
|
|
0.04
|
|
|
0.08
|
|
|
0.08
|
|
|
Comprehensive earnings attributable to Lennar
|
$
|
137,436
|
|
|
452,703
|
|
|
194,928
|
|
|
467,671
|
|
|
Comprehensive earnings (loss) attributable to noncontrolling interests
|
$
|
5,362
|
|
|
1,721
|
|
|
4,828
|
|
|
(5,270
|
)
|
|
(1)
|
Net earnings (loss) attributable to noncontrolling interests for the three and
six months ended May 31, 2013
includes
$5.7 million
and
$5.4 million
respectively, of net earnings attributable to noncontrolling interests related to the FDIC’s interest in the portfolio of real estate loans that the Company acquired in partnership with the FDIC. Net earnings (loss) attributable to noncontrolling interests for the three and
six months ended May 31, 2012
includes
$3.2 million
and
($1.2) million
, respectively, of net earnings (loss) attributable to noncontrolling interests related to the FDIC’s interest in the portfolio of real estate loans that the Company acquired in partnership with the FDIC.
|
|
|
Six Months Ended
|
|||||
|
|
May 31,
|
|||||
|
|
2013
|
|
2012
|
|||
|
Cash flows from operating activities:
|
|
|
|
|||
|
Net earnings (including net earnings (loss) attributable to noncontrolling interests)
|
$
|
199,756
|
|
|
462,401
|
|
|
Adjustments to reconcile net earnings (including net earnings (loss) attributable to noncontrolling
interests) to net cash used in operating activities:
|
|
|
|
|||
|
Depreciation and amortization
|
13,739
|
|
|
12,491
|
|
|
|
Amortization of discount/premium on debt, net
|
11,268
|
|
|
10,750
|
|
|
|
Lennar Homebuilding equity in (earnings) loss from unconsolidated entities
|
(12,594
|
)
|
|
8,298
|
|
|
|
Distributions of earnings from Lennar Homebuilding unconsolidated entities
|
220
|
|
|
954
|
|
|
|
Rialto Investments equity in earnings from unconsolidated entities
|
(10,678
|
)
|
|
(24,027
|
)
|
|
|
Distributions of earnings from Rialto Investments unconsolidated entities
|
197
|
|
|
4,110
|
|
|
|
Share based compensation expense
|
13,194
|
|
|
15,932
|
|
|
|
Tax benefit from share-based awards
|
8,435
|
|
|
—
|
|
|
|
Excess tax benefits from share-based awards
|
(8,240
|
)
|
|
—
|
|
|
|
Deferred income tax (benefit) expense
|
6,174
|
|
|
(403,012
|
)
|
|
|
Gains on retirement of Lennar Homebuilding other debts payable
|
(1,000
|
)
|
|
(988
|
)
|
|
|
Unrealized and realized gains on Rialto Investments real estate owned
|
(25,483
|
)
|
|
(12,101
|
)
|
|
|
Impairments of Rialto Investments loans receivable and REO
|
15,197
|
|
|
7,166
|
|
|
|
Valuation adjustments and write-offs of option deposits and pre-acquisition costs
|
5,118
|
|
|
6,566
|
|
|
|
Changes in assets and liabilities:
|
|
|
|
|||
|
(Increase) decrease in restricted cash
|
(798
|
)
|
|
985
|
|
|
|
Decrease in receivables
|
22,346
|
|
|
74,900
|
|
|
|
Increase in inventories, excluding valuation adjustments and write-offs of option deposits and pre-acquisition costs
|
(952,662
|
)
|
|
(329,933
|
)
|
|
|
Increase in other assets
|
(31,872
|
)
|
|
(16,445
|
)
|
|
|
Decrease in Lennar Financial Services loans-held-for-sale
|
120,922
|
|
|
34,549
|
|
|
|
Increase (decrease) in accounts payable and other liabilities
|
16,852
|
|
|
(66,403
|
)
|
|
|
Net cash used in operating activities
|
(609,909
|
)
|
|
(213,807
|
)
|
|
|
Cash flows from investing activities:
|
|
|
|
|||
|
Net (additions) disposals of operating properties and equipment
|
(2,979
|
)
|
|
390
|
|
|
|
Investments in and contributions to Lennar Homebuilding unconsolidated entities
|
(33,068
|
)
|
|
(44,843
|
)
|
|
|
Distributions of capital from Lennar Homebuilding unconsolidated entities
|
122,889
|
|
|
21,180
|
|
|
|
Investments in and contributions to Rialto Investments unconsolidated entities
|
(33,636
|
)
|
|
(19,884
|
)
|
|
|
Distributions of capital from Rialto Investments unconsolidated entities
|
37,106
|
|
|
14,009
|
|
|
|
Decrease in Rialto Investments defeasance cash to retire notes payable
|
185,910
|
|
|
80,721
|
|
|
|
Receipts of principal payments on Rialto Investments loans receivable
|
34,288
|
|
|
41,788
|
|
|
|
Proceeds from sales of Rialto Investments real estate owned
|
104,482
|
|
|
91,473
|
|
|
|
Improvements to Rialto Investments real estate owned
|
(5,396
|
)
|
|
(6,779
|
)
|
|
|
Purchase of loans receivable
|
(5,450
|
)
|
|
—
|
|
|
|
Purchases of Lennar Homebuilding investments available-for-sale
|
(15,417
|
)
|
|
(7,224
|
)
|
|
|
Proceeds from sales of Lennar Homebuilding investments available-for-sale
|
—
|
|
|
6,436
|
|
|
|
(Increase) decrease in Lennar Financial Services loans held-for-investment, net
|
(248
|
)
|
|
1,660
|
|
|
|
Purchases of Lennar Financial Services investment securities
|
(13,460
|
)
|
|
(1,804
|
)
|
|
|
Proceeds from maturities of Lennar Financial Services investment securities
|
26,991
|
|
|
1,073
|
|
|
|
Net cash provided by investing activities
|
$
|
402,012
|
|
|
178,196
|
|
|
|
Six Months Ended
|
|||||
|
|
May 31,
|
|||||
|
|
2013
|
|
2012
|
|||
|
Cash flows from financing activities:
|
|
|
|
|||
|
Net repayments under Lennar Financial Services debt
|
$
|
(123,253
|
)
|
|
(146,661
|
)
|
|
Proceeds from senior notes
|
500,000
|
|
|
50,000
|
|
|
|
Redemption of senior notes
|
(63,001
|
)
|
|
—
|
|
|
|
Debt issuance costs of senior notes and convertible senior notes
|
(5,117
|
)
|
|
(1,035
|
)
|
|
|
Principal repayments on Rialto Investments notes payable
|
(314,597
|
)
|
|
(170,589
|
)
|
|
|
Proceeds from other borrowings
|
65,500
|
|
|
30,546
|
|
|
|
Principal payments on other borrowings
|
(105,630
|
)
|
|
(42,067
|
)
|
|
|
Exercise of land option contracts from an unconsolidated land investment venture
|
(19,857
|
)
|
|
(16,490
|
)
|
|
|
Receipts related to noncontrolling interests
|
575
|
|
|
888
|
|
|
|
Payments related to noncontrolling interests
|
(168,176
|
)
|
|
(145
|
)
|
|
|
Excess tax benefits from share-based awards
|
8,240
|
|
|
—
|
|
|
|
Common stock:
|
|
|
|
|||
|
Issuances
|
29,620
|
|
|
12,074
|
|
|
|
Repurchases
|
(83
|
)
|
|
—
|
|
|
|
Dividends
|
(15,390
|
)
|
|
(15,132
|
)
|
|
|
Net cash used in financing activities
|
(211,169
|
)
|
|
(298,611
|
)
|
|
|
Net decrease in cash and cash equivalents
|
(419,066
|
)
|
|
(334,222
|
)
|
|
|
Cash and cash equivalents at beginning of period
|
1,310,743
|
|
|
1,163,604
|
|
|
|
Cash and cash equivalents at end of period
|
$
|
891,677
|
|
|
829,382
|
|
|
Summary of cash and cash equivalents:
|
|
|
|
|||
|
Lennar Homebuilding
|
$
|
727,505
|
|
|
667,111
|
|
|
Lennar Financial Services
|
72,541
|
|
|
69,312
|
|
|
|
Rialto Investments
|
91,631
|
|
|
92,959
|
|
|
|
|
$
|
891,677
|
|
|
829,382
|
|
|
Supplemental disclosures of non-cash investing and financing activities:
|
|
|
|
|||
|
Lennar Homebuilding:
|
|
|
|
|||
|
Non-cash contributions to unconsolidated entities
|
$
|
241,921
|
|
|
7,612
|
|
|
Inventory acquired in satisfaction of other assets including investments available-for-sale
|
$
|
—
|
|
|
90,385
|
|
|
Non-cash purchases of investments available-for-sale
|
$
|
—
|
|
|
12,520
|
|
|
Purchases of inventories and other assets financed by sellers
|
$
|
73,355
|
|
|
61,872
|
|
|
Non-cash reduction of equity due to purchase of noncontrolling interest
|
99,066
|
|
|
—
|
|
|
|
Non-cash purchase of noncontrolling interests
|
63,500
|
|
|
—
|
|
|
|
Rialto Investments:
|
|
|
|
|||
|
Real estate owned acquired in satisfaction/partial satisfaction of loans receivable
|
$
|
27,784
|
|
|
107,370
|
|
|
(1)
|
Basis of Presentation
|
|
(2)
|
Operating and Reporting Segments
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets:
|
|
|
|
|||
|
Homebuilding East
|
$
|
1,752,334
|
|
|
1,565,439
|
|
|
Homebuilding Central
|
884,423
|
|
|
729,300
|
|
|
|
Homebuilding West
|
2,680,725
|
|
|
2,396,515
|
|
|
|
Homebuilding Southeast Florida
|
701,511
|
|
|
603,360
|
|
|
|
Homebuilding Houston
|
343,518
|
|
|
273,605
|
|
|
|
Homebuilding Other (1)
|
843,928
|
|
|
724,461
|
|
|
|
Rialto Investments (2)
|
1,337,277
|
|
|
1,647,360
|
|
|
|
Lennar Financial Services
|
776,826
|
|
|
912,995
|
|
|
|
Corporate and unallocated
|
1,173,615
|
|
|
1,509,171
|
|
|
|
Total assets
|
$
|
10,494,157
|
|
|
10,362,206
|
|
|
(1)
|
Includes assets related to the Company's multifamily business of
$91.6 million
and
$29.1 million
, respectively, as of
May 31, 2013
and
November 30, 2012
.
|
|
(2)
|
Consists primarily of assets of consolidated VIEs (see Note 8).
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Revenues:
|
|
|
|
|
|
|
|
|||||
|
Homebuilding East
|
$
|
433,329
|
|
|
310,149
|
|
|
722,221
|
|
|
554,982
|
|
|
Homebuilding Central
|
181,774
|
|
|
114,564
|
|
|
330,806
|
|
|
200,277
|
|
|
|
Homebuilding West
|
269,565
|
|
|
157,710
|
|
|
443,640
|
|
|
280,795
|
|
|
|
Homebuilding Southeast Florida
|
123,883
|
|
|
70,878
|
|
|
195,734
|
|
|
120,667
|
|
|
|
Homebuilding Houston
|
145,394
|
|
|
102,455
|
|
|
253,912
|
|
|
187,289
|
|
|
|
Homebuilding Other
|
127,399
|
|
|
52,332
|
|
|
203,475
|
|
|
88,511
|
|
|
|
Lennar Financial Services
|
119,096
|
|
|
88,595
|
|
|
214,976
|
|
|
156,810
|
|
|
|
Rialto Investments
|
25,684
|
|
|
33,472
|
|
|
51,306
|
|
|
65,680
|
|
|
|
Total revenues (1)
|
$
|
1,426,124
|
|
|
930,155
|
|
|
2,416,070
|
|
|
1,655,011
|
|
|
Operating earnings (loss):
|
|
|
|
|
|
|
|
|||||
|
Homebuilding East
|
$
|
52,810
|
|
|
26,291
|
|
|
75,685
|
|
|
40,238
|
|
|
Homebuilding Central
|
12,836
|
|
|
4,318
|
|
|
26,793
|
|
|
5,382
|
|
|
|
Homebuilding West
|
45,698
|
|
|
(9,405
|
)
|
|
58,301
|
|
|
(16,978
|
)
|
|
|
Homebuilding Southeast Florida (2)
|
28,764
|
|
|
24,176
|
|
|
38,172
|
|
|
30,810
|
|
|
|
Homebuilding Houston
|
15,026
|
|
|
10,262
|
|
|
24,532
|
|
|
14,778
|
|
|
|
Homebuilding Other
|
3,306
|
|
|
178
|
|
|
2,095
|
|
|
1,579
|
|
|
|
Lennar Financial Services
|
29,172
|
|
|
17,980
|
|
|
45,274
|
|
|
26,230
|
|
|
|
Rialto Investments
|
8,530
|
|
|
7,471
|
|
|
9,881
|
|
|
12,527
|
|
|
|
Total operating earnings
|
196,142
|
|
|
81,271
|
|
|
280,733
|
|
|
114,566
|
|
|
|
Corporate general and administrative expenses
|
33,853
|
|
|
29,168
|
|
|
65,123
|
|
|
56,010
|
|
|
|
Earnings before income taxes
|
$
|
162,289
|
|
|
52,103
|
|
|
215,610
|
|
|
58,556
|
|
|
(1)
|
Total revenues are net of sales incentives of
$89.9 million
(
$20,200
per home delivered) and
$163.9 million
(
$21,500
per home delivered), respectively for the three and
six months ended May 31, 2013
, compared to
$95.3 million
(
$29,800
per home delivered) and
$179.7 million
(
$31,700
per home delivered) for the three and
six months ended May 31, 2012
.
|
|
(2)
|
For both the three and
six months ended May 31, 2012
, operating earnings include a
$15.0 million
gain on the sale of an operating property.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Valuation adjustments to finished homes, CIP and land on which the Company intends to build homes:
|
|
|
|
|
|
|
|
|||||
|
East
|
$
|
30
|
|
|
568
|
|
|
79
|
|
|
785
|
|
|
Central
|
5
|
|
|
55
|
|
|
42
|
|
|
208
|
|
|
|
West
|
156
|
|
|
1,441
|
|
|
254
|
|
|
1,971
|
|
|
|
Southeast Florida
|
2,738
|
|
|
308
|
|
|
3,788
|
|
|
636
|
|
|
|
Houston
|
—
|
|
|
28
|
|
|
—
|
|
|
89
|
|
|
|
Other
|
5
|
|
|
4
|
|
|
26
|
|
|
740
|
|
|
|
Total
|
2,934
|
|
|
2,404
|
|
|
4,189
|
|
|
4,429
|
|
|
|
Valuation adjustments to land the Company intends to sell or has sold to third parties:
|
|
|
|
|
|
|
|
|||||
|
East
|
160
|
|
|
15
|
|
|
243
|
|
|
15
|
|
|
|
Central
|
—
|
|
|
—
|
|
|
2
|
|
|
—
|
|
|
|
West
|
—
|
|
|
1
|
|
|
158
|
|
|
1
|
|
|
|
Southeast Florida
|
—
|
|
|
332
|
|
|
—
|
|
|
332
|
|
|
|
Total
|
160
|
|
|
348
|
|
|
403
|
|
|
348
|
|
|
|
Write-offs of option deposits and pre-acquisition costs:
|
|
|
|
|
|
|
|
|||||
|
East
|
242
|
|
|
322
|
|
|
413
|
|
|
329
|
|
|
|
Central
|
1
|
|
|
5
|
|
|
27
|
|
|
54
|
|
|
|
West
|
32
|
|
|
—
|
|
|
50
|
|
|
232
|
|
|
|
Other
|
—
|
|
|
154
|
|
|
—
|
|
|
156
|
|
|
|
Total
|
275
|
|
|
481
|
|
|
490
|
|
|
771
|
|
|
|
Company’s share of valuation adjustments related to assets of unconsolidated entities:
|
|
|
|
|
|
|
|
|||||
|
West
|
—
|
|
|
5,437
|
|
|
—
|
|
|
5,437
|
|
|
|
Total
|
—
|
|
|
5,437
|
|
|
—
|
|
|
5,437
|
|
|
|
Valuation adjustments to investments of unconsolidated entities:
|
|
|
|
|
|
|
|
|||||
|
East
|
36
|
|
|
7
|
|
|
36
|
|
|
18
|
|
|
|
Total
|
36
|
|
|
7
|
|
|
36
|
|
|
18
|
|
|
|
Write-offs of other receivables and other assets:
|
|
|
|
|
|
|
|
|||||
|
East
|
—
|
|
|
1,000
|
|
|
—
|
|
|
1,000
|
|
|
|
Total
|
—
|
|
|
1,000
|
|
|
—
|
|
|
1,000
|
|
|
|
Total valuation adjustments and write-offs of option deposits and pre-acquisition costs, other receivables and other assets
|
$
|
3,405
|
|
|
9,677
|
|
|
5,118
|
|
|
12,003
|
|
|
(3)
|
Lennar Homebuilding Investments in Unconsolidated Entities
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Revenues
|
$
|
179,790
|
|
|
70,869
|
|
|
261,014
|
|
|
153,513
|
|
|
Costs and expenses
|
127,985
|
|
|
94,288
|
|
|
209,622
|
|
|
177,710
|
|
|
|
Other income
|
—
|
|
|
—
|
|
|
13,361
|
|
|
—
|
|
|
|
Net earnings (loss) of unconsolidated entities
|
$
|
51,805
|
|
|
(23,419
|
)
|
|
64,753
|
|
|
(24,197
|
)
|
|
Lennar Homebuilding equity in earnings (loss) from unconsolidated entities (1)
|
$
|
13,461
|
|
|
(9,381
|
)
|
|
12,594
|
|
|
(8,298
|
)
|
|
(1)
|
For both the three and six months ended May 31, 2013, Lennar Homebuilding equity in earnings (loss) from unconsolidated entities includes
$13.0 million
of equity in earnings primarily as a result of sales of homesites to third parties by one unconsolidated entity. For both the three and
six months ended May 31, 2012
, Lennar Homebuilding equity in earnings (loss) includes
$5.4 million
of valuation adjustments related to strategic asset sales at Lennar Homebuilding's unconsolidated entities.
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets:
|
|
|
|
|||
|
Cash and cash equivalents
|
$
|
145,729
|
|
|
157,340
|
|
|
Inventories
|
3,138,835
|
|
|
2,792,064
|
|
|
|
Other assets
|
220,166
|
|
|
250,940
|
|
|
|
|
$
|
3,504,730
|
|
|
3,200,344
|
|
|
Liabilities and equity:
|
|
|
|
|||
|
Accounts payable and other liabilities
|
$
|
256,106
|
|
|
310,496
|
|
|
Debt
|
588,242
|
|
|
759,803
|
|
|
|
Equity
|
2,660,382
|
|
|
2,130,045
|
|
|
|
|
$
|
3,504,730
|
|
|
3,200,344
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Several recourse debt - repayment
|
$
|
37,526
|
|
|
48,020
|
|
|
Joint and several recourse debt - repayment
|
15,000
|
|
|
18,695
|
|
|
|
The Company’s maximum recourse exposure
|
52,526
|
|
|
66,715
|
|
|
|
Less: joint and several reimbursement agreements with the Company’s partners
|
(13,500
|
)
|
|
(16,826
|
)
|
|
|
The Company’s net recourse exposure
|
$
|
39,026
|
|
|
49,889
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets
|
$
|
1,744,264
|
|
|
1,843,163
|
|
|
Liabilities
|
$
|
602,333
|
|
|
765,295
|
|
|
Equity
|
$
|
1,141,931
|
|
|
1,077,868
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
The Company’s net recourse exposure
|
$
|
39,026
|
|
|
49,889
|
|
|
Reimbursement agreements from partners
|
13,500
|
|
|
16,826
|
|
|
|
The Company’s maximum recourse exposure
|
$
|
52,526
|
|
|
66,715
|
|
|
Non-recourse bank debt and other debt (partner’s share of several recourse)
|
$
|
87,009
|
|
|
114,900
|
|
|
Non-recourse land seller debt or other debt
|
18,457
|
|
|
26,340
|
|
|
|
Non-recourse debt with completion guarantees
|
347,500
|
|
|
458,418
|
|
|
|
Non-recourse debt without completion guarantees
|
82,750
|
|
|
93,430
|
|
|
|
Non-recourse debt to the Company
|
535,716
|
|
|
693,088
|
|
|
|
Total debt
|
$
|
588,242
|
|
|
759,803
|
|
|
The Company’s maximum recourse exposure as a % of total JV debt
|
9
|
%
|
|
9
|
%
|
|
|
(4)
|
Stockholders' Equity
|
|
|
|
|
Stockholders’ Equity
|
|
|
||||||||||||||||
|
(In thousands)
|
Total
Equity
|
|
Class A
Common Stock
|
|
Class B
Common Stock
|
|
Additional Paid-
in Capital
|
|
Treasury
Stock
|
|
Retained
Earnings
|
|
Noncontrolling
Interests
|
||||||||
|
Balance at November 30, 2012
|
$
|
4,001,208
|
|
|
17,240
|
|
|
3,298
|
|
|
2,421,941
|
|
|
(632,846
|
)
|
|
1,605,131
|
|
|
586,444
|
|
|
Net earnings (including net loss
attributable to noncontrolling
interests)
|
199,756
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
194,928
|
|
|
4,828
|
|
|
|
Employee stock and directors
plans
|
30,134
|
|
|
102
|
|
|
—
|
|
|
12,967
|
|
|
17,065
|
|
|
—
|
|
|
—
|
|
|
|
Tax benefit from employee stock
plans and vesting of restricted
stock
|
8,435
|
|
|
—
|
|
|
—
|
|
|
8,435
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Amortization of restricted stock
|
13,161
|
|
|
—
|
|
|
—
|
|
|
13,161
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Cash dividends
|
(15,390
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,390
|
)
|
|
—
|
|
|
|
Equity adjustment related to purchase of noncontrolling interests
|
38,636
|
|
|
—
|
|
|
—
|
|
|
(60,430
|
)
|
|
—
|
|
|
—
|
|
|
99,066
|
|
|
|
Receipts related to
noncontrolling interests
|
575
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
575
|
|
|
|
Payments related to
noncontrolling interests
|
(168,176
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(168,176
|
)
|
|
|
Non-cash purchase of noncontrolling interests
|
(63,500
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63,500
|
)
|
|
|
Balance at May 31, 2013
|
$
|
4,044,839
|
|
|
17,342
|
|
|
3,298
|
|
|
2,396,074
|
|
|
(615,781
|
)
|
|
1,784,669
|
|
|
459,237
|
|
|
|
|
|
Stockholders’ Equity
|
|
|
||||||||||||||||
|
(In thousands)
|
Total
Equity
|
|
Class A
Common Stock
|
|
Class B
Common Stock
|
|
Additional Paid-
in Capital
|
|
Treasury
Stock
|
|
Retained
Earnings
|
|
Noncontrolling
Interests
|
||||||||
|
Balance at November 30, 2011
|
$
|
3,303,525
|
|
|
16,910
|
|
|
3,298
|
|
|
2,341,079
|
|
|
(621,220
|
)
|
|
956,401
|
|
|
607,057
|
|
|
Net earnings (including net
loss attributable to
noncontrolling interests)
|
462,401
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
467,671
|
|
|
(5,270
|
)
|
|
|
Employee stock and directors
plans
|
14,239
|
|
|
58
|
|
|
—
|
|
|
8,659
|
|
|
5,522
|
|
|
—
|
|
|
—
|
|
|
|
Amortization of restricted stock
|
14,132
|
|
|
—
|
|
|
—
|
|
|
14,132
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Cash dividends
|
(15,132
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,132
|
)
|
|
—
|
|
|
|
Receipts related to
noncontrolling interests
|
888
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
888
|
|
|
|
Payments related to noncontrolling interests
|
(145
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(145
|
)
|
|
|
Balance at May 31, 2012
|
$
|
3,779,908
|
|
|
16,968
|
|
|
3,298
|
|
|
2,363,870
|
|
|
(615,698
|
)
|
|
1,408,940
|
|
|
602,530
|
|
|
(5)
|
Income Taxes
|
|
(6)
|
Earnings Per Share
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands, except per share amounts)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Numerator:
|
|
|
|
|
|
|
|
|||||
|
Net earnings attributable to Lennar
|
$
|
137,436
|
|
|
452,703
|
|
|
194,928
|
|
|
467,671
|
|
|
Less: distributed earnings allocated to nonvested shares
|
102
|
|
|
112
|
|
|
204
|
|
|
227
|
|
|
|
Less: undistributed earnings allocated to nonvested shares
|
1,747
|
|
|
6,594
|
|
|
2,405
|
|
|
6,807
|
|
|
|
Numerator for basic earnings per share
|
135,587
|
|
|
445,997
|
|
|
192,319
|
|
|
460,637
|
|
|
|
Plus: interest on 2.00% convertible senior notes due 2020 and
3.25% convertible senior notes due 2021
|
2,826
|
|
|
2,883
|
|
|
5,651
|
|
|
5,794
|
|
|
|
Plus: undistributed earnings allocated to convertible shares
|
1,747
|
|
|
6,594
|
|
|
2,405
|
|
|
6,807
|
|
|
|
Less: undistributed earnings reallocated to convertible shares
|
1,500
|
|
|
5,687
|
|
|
2,085
|
|
|
5,958
|
|
|
|
Numerator for diluted earnings per share
|
$
|
138,660
|
|
|
449,787
|
|
|
198,290
|
|
|
467,280
|
|
|
Denominator:
|
|
|
|
|
|
|
|
|||||
|
Denominator for basic earnings per share - weighted average
common shares outstanding
|
190,010
|
|
|
186,432
|
|
|
189,779
|
|
|
186,214
|
|
|
|
Effect of dilutive securities:
|
|
|
|
|
|
|
|
|||||
|
Shared based payments
|
339
|
|
|
1,074
|
|
|
456
|
|
|
979
|
|
|
|
Convertible senior notes
|
36,306
|
|
|
30,505
|
|
|
36,101
|
|
|
28,719
|
|
|
|
Denominator for diluted earnings per share - weighted average
common shares outstanding
|
226,655
|
|
|
218,011
|
|
|
226,336
|
|
|
215,912
|
|
|
|
Basic earnings per share
|
$
|
0.71
|
|
|
2.39
|
|
|
1.01
|
|
|
2.47
|
|
|
Diluted earnings per share
|
$
|
0.61
|
|
|
2.06
|
|
|
0.88
|
|
|
2.16
|
|
|
(7)
|
Lennar Financial Services Segment
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets:
|
|
|
|
|||
|
Cash and cash equivalents
|
$
|
72,541
|
|
|
58,566
|
|
|
Restricted cash
|
13,264
|
|
|
12,972
|
|
|
|
Receivables, net (1)
|
146,247
|
|
|
172,230
|
|
|
|
Loans held-for-sale (2)
|
380,577
|
|
|
502,318
|
|
|
|
Loans held-for-investment, net
|
24,671
|
|
|
23,982
|
|
|
|
Investments held-to-maturity
|
49,570
|
|
|
63,924
|
|
|
|
Goodwill
|
34,046
|
|
|
34,046
|
|
|
|
Other (3)
|
55,910
|
|
|
44,957
|
|
|
|
|
$
|
776,826
|
|
|
912,995
|
|
|
Liabilities:
|
|
|
|
|||
|
Notes and other debts payable
|
$
|
334,741
|
|
|
457,994
|
|
|
Other (4)
|
164,868
|
|
|
172,978
|
|
|
|
|
$
|
499,609
|
|
|
630,972
|
|
|
(1)
|
Receivables, net primarily relate to loans sold to investors for which the Company had not yet been paid as of
May 31, 2013
and
November 30, 2012
, respectively.
|
|
(2)
|
Loans held-for-sale relate to unsold loans carried at fair value.
|
|
(3)
|
Other assets include mortgage loan commitments carried at fair value of
$5.8 million
and
$12.7 million
as of
May 31, 2013
and
November 30, 2012
, respectively. In addition, other assets also includes forward contracts carried at fair value of
$15.4 million
as of
May 31, 2013
.
|
|
(4)
|
Other liabilities include
$75.9 million
and
$76.1 million
as of
May 31, 2013
and
November 30, 2012
, respectively, of certain of the Company’s self-insurance reserves related to general liability and workers’ compensation. Other liabilities also include forward contracts carried at fair value of
$2.6 million
as of
November 30, 2012
.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Loan origination liabilities, beginning of period
|
$
|
7,606
|
|
|
5,961
|
|
|
7,250
|
|
|
6,050
|
|
|
Provision for losses during the period
|
360
|
|
|
122
|
|
|
773
|
|
|
215
|
|
|
|
Adjustments to pre-existing provisions for losses from changes in estimates
|
428
|
|
|
245
|
|
|
524
|
|
|
253
|
|
|
|
Payments/settlements
|
(137
|
)
|
|
(130
|
)
|
|
(290
|
)
|
|
(320
|
)
|
|
|
Loan origination liabilities, end of period
|
$
|
8,257
|
|
|
6,198
|
|
|
8,257
|
|
|
6,198
|
|
|
(8)
|
Rialto Investments Segment
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets:
|
|
|
|
|||
|
Cash and cash equivalents
|
$
|
91,631
|
|
|
105,310
|
|
|
Defeasance cash to retire notes payable
|
37,903
|
|
|
223,813
|
|
|
|
Loans receivable, net
|
370,694
|
|
|
436,535
|
|
|
|
Real estate owned - held-for-sale
|
204,385
|
|
|
134,161
|
|
|
|
Real estate owned - held-and-used, net
|
478,314
|
|
|
601,022
|
|
|
|
Investments in unconsolidated entities
|
115,313
|
|
|
108,140
|
|
|
|
Investments held-to-maturity
|
15,522
|
|
|
15,012
|
|
|
|
Other
|
23,515
|
|
|
23,367
|
|
|
|
|
$
|
1,337,277
|
|
|
1,647,360
|
|
|
Liabilities:
|
|
|
|
|||
|
Notes payable
|
$
|
259,883
|
|
|
574,480
|
|
|
Other
|
16,840
|
|
|
26,122
|
|
|
|
|
$
|
276,723
|
|
|
600,602
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Revenues
|
$
|
25,684
|
|
|
33,472
|
|
|
51,306
|
|
|
65,680
|
|
|
Costs and expenses
|
28,305
|
|
|
30,198
|
|
|
60,076
|
|
|
63,568
|
|
|
|
Rialto Investments equity in earnings from unconsolidated entities
|
4,505
|
|
|
5,569
|
|
|
10,678
|
|
|
24,027
|
|
|
|
Rialto Investments other income (expense), net
|
6,646
|
|
|
(1,372
|
)
|
|
7,973
|
|
|
(13,612
|
)
|
|
|
Operating earnings (1)
|
$
|
8,530
|
|
|
7,471
|
|
|
9,881
|
|
|
12,527
|
|
|
(1)
|
Operating earnings for the three and
six months ended May 31, 2013
include net earnings attributable to noncontrolling interests of
$5.7 million
and
$5.4 million
, respectively. Operating earnings (loss) for the three and
six months ended May 31, 2012
include net earnings (loss) attributable to noncontrolling interests of
$3.2 million
, and
($1.2) million
respectively.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Realized gains on REO sales, net
|
$
|
18,535
|
|
|
8,397
|
|
|
27,206
|
|
|
8,439
|
|
|
Unrealized loss on transfer of loans receivable to REO, net
|
(6,980
|
)
|
|
(3,185
|
)
|
|
(6,310
|
)
|
|
(1,233
|
)
|
|
|
REO expenses
|
(10,348
|
)
|
|
(10,649
|
)
|
|
(22,904
|
)
|
|
(28,723
|
)
|
|
|
Rental income
|
5,439
|
|
|
4,065
|
|
|
9,981
|
|
|
7,905
|
|
|
|
Rialto Investments other income (expense), net
|
$
|
6,646
|
|
|
(1,372
|
)
|
|
7,973
|
|
|
(13,612
|
)
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Land
|
$
|
190,190
|
|
|
216,095
|
|
|
Single family homes
|
77,001
|
|
|
93,207
|
|
|
|
Commercial properties
|
83,558
|
|
|
96,226
|
|
|
|
Multi-family homes
|
5,296
|
|
|
12,776
|
|
|
|
Other
|
14,649
|
|
|
18,231
|
|
|
|
Loans receivable, net
|
$
|
370,694
|
|
|
436,535
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Outstanding principal balance
|
$
|
696,314
|
|
|
812,187
|
|
|
Carrying value
|
$
|
337,332
|
|
|
396,200
|
|
|
(In thousands)
|
May 31,
2013 |
|
May 31,
2012 |
|||
|
Accretable yield, beginning of period
|
$
|
112,899
|
|
|
209,480
|
|
|
Additions
|
40,879
|
|
|
8,423
|
|
|
|
Deletions
|
(22,463
|
)
|
|
(23,256
|
)
|
|
|
Accretions
|
(26,596
|
)
|
|
(40,890
|
)
|
|
|
Accretable yield, end of period
|
$
|
104,719
|
|
|
153,757
|
|
|
|
|
|
Recorded Investment
|
|
|
|||||||
|
(In thousands)
|
Unpaid
Principal Balance
|
|
With
Allowance
|
|
Without
Allowance
|
|
Total Recorded
Investment
|
|||||
|
Land
|
$
|
7,805
|
|
|
221
|
|
|
3,158
|
|
|
3,379
|
|
|
Single family homes
|
17,309
|
|
|
4,715
|
|
|
4,143
|
|
|
8,858
|
|
|
|
Commercial properties
|
32,638
|
|
|
554
|
|
|
20,571
|
|
|
21,125
|
|
|
|
Loans receivable
|
$
|
57,752
|
|
|
5,490
|
|
|
27,872
|
|
|
33,362
|
|
|
|
|
|
Recorded Investment
|
|
|
|||||||
|
(In thousands)
|
Unpaid
Principal Balance
|
|
With
Allowance
|
|
Without
Allowance
|
|
Total Recorded
Investment
|
|||||
|
Land
|
$
|
23,163
|
|
|
4,983
|
|
|
2,844
|
|
|
7,827
|
|
|
Single family homes
|
18,966
|
|
|
8,311
|
|
|
2,244
|
|
|
10,555
|
|
|
|
Commercial properties
|
35,996
|
|
|
1,006
|
|
|
20,947
|
|
|
21,953
|
|
|
|
Loans receivable
|
$
|
78,125
|
|
|
14,300
|
|
|
26,035
|
|
|
40,335
|
|
|
(In thousands)
|
Accrual
|
|
Nonaccrual
|
|
Total
|
||||
|
Land
|
$
|
186,811
|
|
|
3,379
|
|
|
190,190
|
|
|
Single family homes
|
68,143
|
|
|
8,858
|
|
|
77,001
|
|
|
|
Commercial properties
|
62,433
|
|
|
21,125
|
|
|
83,558
|
|
|
|
Multi-family homes
|
5,296
|
|
|
—
|
|
|
5,296
|
|
|
|
Other
|
14,649
|
|
|
—
|
|
|
14,649
|
|
|
|
Loans receivable
|
$
|
337,332
|
|
|
33,362
|
|
|
370,694
|
|
|
(In thousands)
|
Accrual
|
|
Nonaccrual
|
|
Total
|
||||
|
Land
|
$
|
208,268
|
|
|
7,827
|
|
|
216,095
|
|
|
Single family homes
|
82,652
|
|
|
10,555
|
|
|
93,207
|
|
|
|
Commercial properties
|
74,273
|
|
|
21,953
|
|
|
96,226
|
|
|
|
Multi-family homes
|
12,776
|
|
|
—
|
|
|
12,776
|
|
|
|
Other
|
18,231
|
|
|
—
|
|
|
18,231
|
|
|
|
Loans receivable
|
$
|
396,200
|
|
|
40,335
|
|
|
436,535
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
REO - held-for-sale, beginning of period
|
$
|
178,678
|
|
|
101,579
|
|
|
134,161
|
|
|
143,677
|
|
|
Additions
|
739
|
|
|
221
|
|
|
1,333
|
|
|
1,355
|
|
|
|
Improvements
|
1,501
|
|
|
2,036
|
|
|
2,517
|
|
|
5,999
|
|
|
|
Sales
|
(51,496
|
)
|
|
(45,210
|
)
|
|
(77,276
|
)
|
|
(82,054
|
)
|
|
|
Impairments
|
(3,485
|
)
|
|
(382
|
)
|
|
(4,184
|
)
|
|
(1,622
|
)
|
|
|
Transfers to Lennar Homebuilding
|
—
|
|
|
(3,904
|
)
|
|
—
|
|
|
(3,904
|
)
|
|
|
Transfers from held-and-used, net (1)
|
78,448
|
|
|
58,775
|
|
|
147,834
|
|
|
49,664
|
|
|
|
REO - held-for-sale, end of period
|
$
|
204,385
|
|
|
113,115
|
|
|
204,385
|
|
|
113,115
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
REO - held-and-used, net, beginning of period
|
$
|
547,273
|
|
|
630,570
|
|
|
601,022
|
|
|
582,111
|
|
|
Additions
|
8,536
|
|
|
63,434
|
|
|
24,728
|
|
|
109,675
|
|
|
|
Improvements
|
2,179
|
|
|
780
|
|
|
2,879
|
|
|
780
|
|
|
|
Sales
|
—
|
|
|
—
|
|
|
—
|
|
|
(981
|
)
|
|
|
Impairments
|
(307
|
)
|
|
(676
|
)
|
|
(403
|
)
|
|
(3,273
|
)
|
|
|
Depreciation
|
(919
|
)
|
|
(932
|
)
|
|
(2,078
|
)
|
|
(4,247
|
)
|
|
|
Transfers to held-for-sale (1)
|
(78,448
|
)
|
|
(58,775
|
)
|
|
(147,834
|
)
|
|
(49,664
|
)
|
|
|
REO - held-and-used, net, end of period
|
$
|
478,314
|
|
|
634,401
|
|
|
478,314
|
|
|
634,401
|
|
|
(1)
|
During the three and
six months ended May 31, 2013
and
2012
, the Rialto segment transferred certain properties from REO held-and-used, net to REO held-for-sale as a result of changes in the disposition strategy of the real estate assets.
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets:
|
|
|
|
|||
|
Cash and cash equivalents
|
$
|
158,341
|
|
|
299,172
|
|
|
Loans receivable
|
425,562
|
|
|
361,286
|
|
|
|
Real estate owned
|
217,280
|
|
|
161,964
|
|
|
|
Investment securities
|
282,596
|
|
|
182,399
|
|
|
|
Investments in real estate partnerships
|
107,272
|
|
|
72,903
|
|
|
|
Other assets
|
188,618
|
|
|
199,839
|
|
|
|
|
$
|
1,379,669
|
|
|
1,277,563
|
|
|
Liabilities and equity:
|
|
|
|
|||
|
Accounts payable and other liabilities
|
$
|
162,470
|
|
|
155,928
|
|
|
Notes payable
|
294,191
|
|
|
120,431
|
|
|
|
Partner loans
|
163,940
|
|
|
163,516
|
|
|
|
Equity
|
759,068
|
|
|
837,688
|
|
|
|
|
$
|
1,379,669
|
|
|
1,277,563
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Revenues
|
$
|
65,956
|
|
|
119,123
|
|
|
119,299
|
|
|
241,528
|
|
|
Costs and expenses
|
65,595
|
|
|
51,996
|
|
|
124,709
|
|
|
103,181
|
|
|
|
Other income, net (1)
|
38,786
|
|
|
37,335
|
|
|
94,787
|
|
|
303,775
|
|
|
|
Net earnings of unconsolidated entities
|
$
|
39,147
|
|
|
104,462
|
|
|
89,377
|
|
|
442,122
|
|
|
Rialto Investments equity in earnings from unconsolidated entities
|
$
|
4,505
|
|
|
5,569
|
|
|
10,678
|
|
|
24,027
|
|
|
(1)
|
Other income, net, for the three and six months ended May 31,
2012
includes the AB PPIP Fund's mark-to-market unrealized gains and unrealized losses, all of which the Company’s portion was a small percentage.
|
|
(9)
|
Lennar Homebuilding Cash and Cash Equivalents
|
|
(10)
|
Lennar Homebuilding Restricted Cash
|
|
(11)
|
Lennar Homebuilding Senior Notes and Other Debts Payable
|
|
(Dollars in thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
5.50% senior notes due 2014
|
$
|
249,464
|
|
|
249,294
|
|
|
5.60% senior notes due 2015
|
500,651
|
|
|
500,769
|
|
|
|
6.50% senior notes due 2016
|
249,868
|
|
|
249,851
|
|
|
|
12.25% senior notes due 2017
|
394,871
|
|
|
394,457
|
|
|
|
4.75% senior notes due 2017
|
400,000
|
|
|
400,000
|
|
|
|
6.95% senior notes due 2018
|
248,017
|
|
|
247,873
|
|
|
|
4.125% senior notes due 2018
|
274,995
|
|
|
—
|
|
|
|
2.00% convertible senior notes due 2020
|
276,500
|
|
|
276,500
|
|
|
|
2.75% convertible senior notes due 2020
|
408,875
|
|
|
401,787
|
|
|
|
3.25% convertible senior notes due 2021
|
400,000
|
|
|
400,000
|
|
|
|
4.750% senior notes due 2022
|
570,790
|
|
|
350,000
|
|
|
|
5.95% senior notes due 2013
|
—
|
|
|
62,932
|
|
|
|
Mortgages notes on land and other debt
|
564,313
|
|
|
471,588
|
|
|
|
|
$
|
4,538,344
|
|
|
4,005,051
|
|
|
(12)
|
Product Warranty
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Warranty reserve, beginning of period
|
$
|
85,208
|
|
|
85,717
|
|
|
84,188
|
|
|
88,120
|
|
|
Warranties issued during the period
|
12,122
|
|
|
8,106
|
|
|
20,881
|
|
|
14,961
|
|
|
|
Adjustments to pre-existing warranties from changes in estimates
|
4,960
|
|
|
3,680
|
|
|
7,909
|
|
|
5,047
|
|
|
|
Payments
|
(12,048
|
)
|
|
(13,015
|
)
|
|
(22,736
|
)
|
|
(23,640
|
)
|
|
|
Warranty reserve, end of period
|
$
|
90,242
|
|
|
84,488
|
|
|
90,242
|
|
|
84,488
|
|
|
(13)
|
Share-Based Payment
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Stock options
|
$
|
33
|
|
|
915
|
|
|
33
|
|
|
1,800
|
|
|
Nonvested shares
|
6,675
|
|
|
6,856
|
|
|
13,161
|
|
|
14,132
|
|
|
|
Total compensation expense for share-based awards
|
$
|
6,708
|
|
|
7,771
|
|
|
13,194
|
|
|
15,932
|
|
|
(14)
|
Financial Instruments
|
|
|
|
|
May 31, 2013
|
|
November 30, 2012
|
|||||||||
|
|
Fair Value
|
|
Carrying
|
|
Fair
|
|
Carrying
|
|
Fair
|
|||||
|
(In thousands)
|
Hierarchy
|
|
Amount
|
|
Value
|
|
Amount
|
|
Value
|
|||||
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|||||
|
Rialto Investments:
|
|
|
|
|
|
|
|
|
|
|||||
|
Loans receivable, net
|
Level 3
|
|
$
|
370,694
|
|
|
397,807
|
|
|
436,535
|
|
|
450,281
|
|
|
Investments held-to-maturity
|
Level 3
|
|
$
|
15,522
|
|
|
15,406
|
|
|
15,012
|
|
|
14,904
|
|
|
Lennar Financial Services:
|
|
|
|
|
|
|
|
|
|
|||||
|
Loans held-for-investment, net
|
Level 3
|
|
$
|
24,671
|
|
|
26,030
|
|
|
23,982
|
|
|
24,949
|
|
|
Investments held-to-maturity
|
Level 2
|
|
$
|
49,570
|
|
|
49,642
|
|
|
63,924
|
|
|
63,877
|
|
|
LIABILITIES
|
|
|
|
|
|
|
|
|
|
|||||
|
Lennar Homebuilding:
|
|
|
|
|
|
|
|
|
|
|||||
|
Senior notes and other debts payable
|
Level 2
|
|
$
|
4,538,344
|
|
|
5,637,816
|
|
|
4,005,051
|
|
|
5,035,670
|
|
|
Rialto Investments:
|
|
|
|
|
|
|
|
|
|
|||||
|
Notes payable
|
Level 2
|
|
$
|
259,883
|
|
|
252,754
|
|
|
574,480
|
|
|
568,702
|
|
|
Lennar Financial Services:
|
|
|
|
|
|
|
|
|
|
|||||
|
Notes and other debts payable
|
Level 2
|
|
$
|
334,741
|
|
|
334,741
|
|
|
457,994
|
|
|
457,994
|
|
|
Financial Instruments
|
Fair Value
Hierarchy
|
|
Fair Value at
May 31, 2013 |
|
Fair Value at
November 30, 2012 |
|||
|
(In thousands)
|
|
|
|
|
|
|||
|
Lennar Financial Services:
|
|
|
|
|
|
|||
|
Loans held-for-sale (1)
|
Level 2
|
|
$
|
380,577
|
|
|
502,318
|
|
|
Mortgage loan commitments
|
Level 2
|
|
$
|
5,819
|
|
|
12,713
|
|
|
Forward contracts
|
Level 2
|
|
$
|
15,421
|
|
|
(2,570
|
)
|
|
Lennar Homebuilding:
|
|
|
|
|
|
|||
|
Investments available-for-sale
|
Level 3
|
|
$
|
33,338
|
|
|
19,591
|
|
|
(1)
|
The aggregate fair value of loans held-for-sale of
$380.6 million
at
May 31, 2013
exceeds their aggregate principal balance of
$374.8 million
by
$5.8 million
. The aggregate fair value of loans held-for-sale of
$502.3 million
at
November 30, 2012
exceeds their aggregate principal balance of
$479.1 million
by
$23.2 million
.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Changes in fair value included in Lennar Financial Services revenues:
|
|
|
|
|
|
|
|
|||||
|
Loans held-for-sale
|
$
|
(6,624
|
)
|
|
3,598
|
|
|
(17,404
|
)
|
|
2,291
|
|
|
Mortgage loan commitments
|
$
|
(6,189
|
)
|
|
5,743
|
|
|
(6,894
|
)
|
|
7,185
|
|
|
Forward contracts
|
$
|
17,549
|
|
|
(4,765
|
)
|
|
17,991
|
|
|
(4,030
|
)
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Investments available-for-sale, beginning of period
|
$
|
31,818
|
|
|
18,236
|
|
|
19,591
|
|
|
42,892
|
|
|
Purchases and other (1)
|
—
|
|
|
6,070
|
|
|
12,227
|
|
|
20,998
|
|
|
|
Sales
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,436
|
)
|
|
|
Changes in fair value (2)
|
1,520
|
|
|
—
|
|
|
1,520
|
|
|
—
|
|
|
|
Settlements (3)
|
—
|
|
|
—
|
|
|
—
|
|
|
(33,148
|
)
|
|
|
Investments available-for-sale, end of period
|
$
|
33,338
|
|
|
24,306
|
|
|
33,338
|
|
|
24,306
|
|
|
(1)
|
Represents investments in community development district bonds that mature at various dates between 2022 and 2042.
|
|
(2)
|
Amount represents changes in fair value during both three and
six months ended May 31, 2013
. The changes in fair value were not included in other comprehensive income because the changes in fair value were deferred as a result of the Company's continuing involvement in the underlying real estate collateral.
|
|
(3)
|
The investments available-for-sale that were settled during both the three and
six months ended May 31, 2013
and
2012
related to investments in community development district bonds, which were in default by the borrower and regarding which the Company foreclosed on the underlying real estate collateral. Therefore, these investments were reclassified from other assets to land and land under development.
|
|
Non-financial assets
|
Fair Value
Hierarchy
|
|
Fair Value
Three Months Ended May 31, 2013 |
|
Total Gains (Losses) (1)
|
|||
|
(In thousands)
|
|
|
|
|
|
|||
|
Lennar Homebuilding:
|
|
|
|
|
|
|||
|
Finished homes and construction in progress (2)
|
Level 3
|
|
$
|
9,323
|
|
|
(2,934
|
)
|
|
Rialto Investments:
|
|
|
|
|
|
|||
|
REO - held-for-sale (3)
|
Level 3
|
|
$
|
11,573
|
|
|
(4,573
|
)
|
|
REO - held-and-used, net (4)
|
Level 3
|
|
$
|
8,949
|
|
|
(2,407
|
)
|
|
(1)
|
Represents total losses due to valuation adjustments, total gains from acquisitions of real estate through foreclosure and REO impairments recorded during the
three months ended May 31, 2013
.
|
|
(2)
|
Finished homes and construction in progress with an aggregate carrying value of
$12.3 million
were written down to their fair value of
$9.3 million
, resulting in valuation adjustments of
$2.9 million
, which were included in Lennar Homebuilding costs and expenses in the Company’s statement of operations for the
three months ended May 31, 2013
.
|
|
(3)
|
REO, held-for-sale, assets are initially recorded at fair value less estimated costs to sell at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO, held-for-sale, had a carrying value of
$1.8 million
and a fair value of
$0.7 million
. The fair value of REO, held-for-sale, is based upon the appraised value at the time of foreclosure or management’s best estimate. The losses upon acquisition of REO, held-for-sale, were
$1.1 million
. As part of management’s periodic valuations of its REO, held-for-sale, during the
three months ended May 31, 2013
, REO, held-for-sale, with an aggregate value of
$14.3 million
were written down to their fair value of
$10.8 million
, resulting in impairments of
$3.5 million
. These losses and impairments are included within Rialto Investments other income (expense), net, in the Company’s statement of operations for the
three months ended May 31, 2013
.
|
|
(4)
|
REO, held-and-used, net, assets are initially recorded at fair value at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO, held-and-used, net, had a carrying value of
$10.6 million
and a fair value of
$8.5 million
. The fair value of REO, held-and-used, net, is based upon the appraised value at the time of foreclosure or management’s best estimate. The losses upon acquisition of REO, held-and-used, net, were
$2.1 million
. As part of management’s periodic valuations of its REO, held-and-used, net, during the
three months ended May 31, 2013
, REO, held-and-used, net, with an aggregate value of
$0.7 million
were written down to their fair value of
$0.4 million
, resulting in impairments of
$0.3 million
. These losses and impairments are included within Rialto Investments other income (expense), net, in the Company’s statement of operations for the
three months ended May 31, 2013
.
|
|
Non-financial assets
|
Fair Value
Hierarchy
|
|
Fair Value
Three Months Ended May 31, 2012 |
|
Total Gains (Losses) (1)
|
|||
|
(In thousands)
|
|
|
|
|
|
|||
|
Lennar Homebuilding:
|
|
|
|
|
|
|||
|
Finished homes and construction in progress (2)
|
Level 3
|
|
$
|
1,213
|
|
|
(2,404
|
)
|
|
Land and land under development (3)
|
Level 3
|
|
13,318
|
|
|
(332
|
)
|
|
|
Rialto Investments:
|
|
|
|
|
|
|||
|
REO - held-for-sale (4)
|
Level 3
|
|
$
|
2,443
|
|
|
(1,726
|
)
|
|
REO - held-and-used, net (5)
|
Level 3
|
|
$
|
66,085
|
|
|
(1,458
|
)
|
|
(1)
|
Represents total losses due to valuation adjustments, total gains from acquisitions of real estate through foreclosure and REO impairments recorded during the
three months ended May 31, 2012
.
|
|
(2)
|
Finished homes and construction in progress with an aggregate carrying value of
$3.6 million
were written down to their fair value of
$1.2 million
, resulting in valuation adjustments of
$2.4 million
, which were included in Lennar Homebuilding costs and expenses in the Company’s statement of operations for the
three months ended May 31, 2012
.
|
|
(3)
|
Land and land under development with an aggregate carrying value of
$13.6 million
were written down to their fair value of
$13.3 million
, resulting in valuation adjustments of
$0.3 million
, which were included in Lennar Homebuilding costs and expenses in the Company's statements of operations for the
three months ended May 31, 2012
.
|
|
(4)
|
REO held-for-sale assets are initially recorded at fair value less estimated costs to sell at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO held-for-sale had a carrying value of
$1.5 million
and a fair value of
$0.2 million
. The fair value of REO held-for-sale is based upon the appraised value at the time of foreclosure or management’s best estimate. The losses upon acquisition of REO held-for-sale were
$1.3 million
. As part of management's periodic valuations of its REO held-for-sale during the
three months ended May 31, 2012
, REO held-for-sale with an aggregate value of
$2.6 million
were written down to their fair value of
$2.2 million
, resulting in impairments of
$0.4 million
. These losses and impairments are included within Rialto Investments other income (expense), net in the Company's statement of operations for the
three months ended May 31, 2012
.
|
|
(5)
|
REO held-and-used, net, assets are initially recorded at fair value at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO held-and-used, net, had a carrying value of
$64.2 million
and a fair value of
$63.4 million
. The fair value of REO held-and-used, net, is based upon the appraised value at the time of foreclosure or management’s best estimate. The losses upon acquisition of REO held-and-used, net, were
$0.8 million
. As part of management's periodic valuations of its REO held-and-used, net, during the
three months ended May 31, 2012
, REO held-and-used, net, with an aggregate value of
$3.3 million
were written down to their fair value of
$2.6 million
, resulting in impairments of
$0.7 million
. These losses and impairments are included within the Rialto Investments other income (expense), net, in the Company’s statement of operations for the
three months ended May 31, 2012
.
|
|
Non-financial assets
|
Fair Value
Hierarchy
|
|
Fair Value
Six Months Ended May 31, 2013 |
|
Total Gains (Losses) (1)
|
|||
|
(In thousands)
|
|
|
|
|
|
|||
|
Lennar Homebuilding:
|
|
|
|
|
|
|||
|
Finished homes and construction in progress (2)
|
Level 3
|
|
$
|
12,264
|
|
|
(4,189
|
)
|
|
Rialto Investments:
|
|
|
|
|
|
|||
|
REO - held-for-sale (3)
|
Level 3
|
|
$
|
20,020
|
|
|
(4,844
|
)
|
|
REO - held-and-used, net (4)
|
Level 3
|
|
$
|
27,160
|
|
|
(1,466
|
)
|
|
(1)
|
Represents total losses due to valuation adjustments, total gains from acquisitions of real estate through foreclosure and REO impairments recorded during the
six months ended May 31, 2013
.
|
|
(2)
|
Finished homes and construction in progress with an aggregate carrying value of
$16.5 million
were written down to their fair value of
$12.3 million
, resulting in valuation adjustments of
$4.2 million
, which were included in Lennar Homebuilding costs and expenses in the Company’s statement of operations for the
six months ended May 31, 2013
.
|
|
(3)
|
REO, held-for-sale, assets are initially recorded at fair value less estimated costs to sell at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO, held-for-sale, had a carrying value of
$2.0 million
and a fair value of
$1.3 million
. The fair value of REO, held-for-sale, is based upon the appraised value at the time of foreclosure or management’s best estimate. The losses upon acquisition of REO, held-for-sale, were
$0.7 million
. As part of management’s periodic valuations of its REO, held-for-sale, during the
six months ended May 31, 2013
, REO, held-for-sale, with an aggregate value of
$22.9 million
were written down to their fair value of
$18.7 million
, resulting in impairments of
$4.2 million
. These losses and impairments are included within Rialto Investments other income (expense), net, in the Company’s statement of operations for the
six months ended May 31, 2013
.
|
|
(4)
|
REO, held-and-used, net, assets are initially recorded at fair value at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO, held-and-used, net, had a carrying value of
$25.8 million
and a fair value of
$24.7 million
. The fair value of REO, held-and-used, net, is based upon the appraised value at the time of foreclosure or management’s best estimate. The losses upon acquisition of REO, held-and-used, net, were
$1.1 million
. As part of management’s periodic valuations of its REO, held-and-used, net, during the
six months ended May 31, 2013
, REO, held-and-used, net, with an aggregate value of
2.8 million
were written down to their fair value of
2.4 million
, resulting in impairments of
0.4 million
. These losses and impairments are included within Rialto Investments other income (expense), net, in the Company’s statement of operations for the
six months ended May 31, 2013
.
|
|
Non-financial assets
|
Fair Value
Hierarchy
|
|
Fair Value
Six Months Ended May 31, 2012 |
|
Total Gains (Losses) (1)
|
|||
|
(In thousands)
|
|
|
|
|
|
|||
|
Lennar Homebuilding:
|
|
|
|
|
|
|||
|
Finished homes and construction in progress (2)
|
Level 3
|
|
$
|
2,761
|
|
|
(4,429
|
)
|
|
Land and land under development (3)
|
Level 3
|
|
13,318
|
|
|
(332
|
)
|
|
|
Rialto Investments:
|
|
|
|
|
|
|||
|
REO - held-for-sale (4)
|
Level 3
|
|
$
|
13,866
|
|
|
(2,188
|
)
|
|
REO - held-and-used, net (5)
|
Level 3
|
|
$
|
120,373
|
|
|
955
|
|
|
(1)
|
Represents total losses due to valuation adjustments, total gains from acquisitions of real estate through foreclosure and REO impairments recorded during the
six months ended May 31, 2012
.
|
|
(2)
|
Finished homes and construction in progress with an aggregate carrying value of
$7.2 million
were written down to their fair value of
$2.8 million
, resulting in valuation adjustments of
$4.4 million
, which were included in Lennar Homebuilding costs and expenses in the Company’s statement of operations for the
six months ended May 31, 2012
.
|
|
(3)
|
Land and land under development with an aggregate carrying value of
13.6 million
were written down to their fair value of
$13.3 million
, resulting in valuation adjustments of
$0.3 million
, which were included in Lennar Homebuilding costs and expenses in the Company's statements of operations for the
six months ended May 31, 2012
.
|
|
(4)
|
REO, held-for-sale, assets are initially recorded at fair value less estimated costs to sell at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO, held-for-sale, had a carrying value of
$1.9 million
and a fair value of
$1.4 million
. The fair value of REO, held-for-sale, is based upon the appraised value at the time of foreclosure or management’s best estimate. The losses upon acquisition of REO, held-for-sale, were
$0.6 million
. As part of management's periodic valuations of its REO, held-for-sale, during the
six months ended May 31, 2012
, REO, held-for-
|
|
(5)
|
REO, held-and-used, net, assets are initially recorded at fair value at the time of acquisition through, or in lieu of, loan foreclosure. Upon acquisition, the REO, held-and-used, net, had a carrying value of
$105.4 million
and a fair value of
$109.7 million
. The fair value of REO, held-and-used, net, is based upon the appraised value at the time of foreclosure or management’s best estimate. The gains upon acquisition of REO, held-and-used, net, were
$4.2 million
. As part of management's periodic valuations of its REO, held-and-used, net, during the
six months ended May 31, 2012
, REO, held-and-used, net, with an aggregate value of
$13.9 million
were written down to their fair value of
$10.7 million
, resulting in impairments of
$3.3 million
. These gains and impairments are included within the Rialto Investments other income (expense), net, in the Company’s statement of operations for the
six months ended May 31, 2012
.
|
|
Unobservable inputs
|
Range
|
||||
|
Average selling price
|
|
$163,000
|
|
-
|
$279,000
|
|
Absorption rate per quarter (homes)
|
2
|
|
-
|
34
|
|
|
Discount rate
|
20%
|
||||
|
(15)
|
Consolidation of Variable Interest Entities/Consolidated Joint Ventures
|
|
(In thousands)
|
Investments in
Unconsolidated
VIEs
|
|
Lennar’s
Maximum
Exposure
to Loss
|
|||
|
Lennar Homebuilding (1)
|
$
|
219,670
|
|
|
346,580
|
|
|
Rialto Investments (2)
|
24,059
|
|
|
24,059
|
|
|
|
|
$
|
243,729
|
|
|
370,639
|
|
|
(In thousands)
|
Investments in
Unconsolidated
VIEs
|
|
Lennar’s
Maximum
Exposure
to Loss
|
|||
|
Lennar Homebuilding (1)
|
$
|
85,500
|
|
|
109,278
|
|
|
Rialto Investments (2)
|
23,587
|
|
|
23,587
|
|
|
|
|
$
|
109,087
|
|
|
132,865
|
|
|
(1)
|
At
May 31, 2013
, the maximum exposure to loss of Lennar Homebuilding’s investments in unconsolidated VIEs is limited to its investment in the unconsolidated VIEs, except with regard to
$100 million
commitment to fund a new unconsolidated entity for further expenses up until the unconsolidated entity obtains permanent financing,
$15.0 million
of recourse debt of one of the unconsolidated VIEs, which is included in the Company’s maximum recourse related to Lennar Homebuilding unconsolidated entities, and
$11.6 million
of letters of credit outstanding for certain of the unconsolidated VIEs that in the event of default under its debt agreement the letter of credit will be drawn upon. At
November 30, 2012
, the maximum exposure to loss of Lennar Homebuilding’s investments in unconsolidated VIEs is limited to its investment in the unconsolidated VIEs, except with regard to
$18.7 million
of recourse debt of
one
of the unconsolidated VIEs, which is included in the Company’s maximum recourse related to Lennar Homebuilding unconsolidated entities and
$4.8 million
of letters of credit outstanding for certain of the unconsolidated VIEs that in the event of default under its debt agreement the letter of credit will be drawn upon.
|
|
(2)
|
At both
May 31, 2013
and
November 30, 2012
, the maximum recourse exposure to loss of Rialto’s investment in unconsolidated VIEs was its investments in unconsolidated entities. At
May 31, 2013
and
November 30, 2012
, investments in unconsolidated VIEs and Lennar’s maximum exposure to loss include
$15.5 million
and
$15.0 million
, respectively, related to Rialto’s investments held-to-maturity.
|
|
(16)
|
New Accounting Pronouncements
|
|
(17)
|
Supplemental Financial Information
|
|
|
|
|
|
Adjustments to
|
|
|
||||||
|
|
|
As
|
|
Investments in Subsidiaries,
|
|
|
||||||
|
Parent Column as of
|
|
Previously
|
|
Intercompany and
|
|
As
|
||||||
|
November 30, 2012
|
|
Reported
|
|
Stockholders' Equity
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Investments in subsidiaries
|
|
$
|
3,488,054
|
|
|
$
|
284,032
|
|
A
|
$
|
3,772,086
|
|
|
Intercompany receivables
|
|
$
|
—
|
|
|
$
|
2,438,326
|
|
A,B
|
$
|
2,438,326
|
|
|
Lennar Homebuilding assets
|
|
$
|
4,505,795
|
|
|
$
|
2,722,358
|
|
|
$
|
7,228,153
|
|
|
Intercompany payables
|
|
$
|
(2,722,358
|
)
|
|
$
|
2,722,358
|
|
B
|
$
|
—
|
|
|
Lennar Homebuilding liabilities
|
|
$
|
1,091,031
|
|
|
$
|
2,722,358
|
|
|
$
|
3,813,389
|
|
|
Total liabilities and equity
|
|
$
|
4,505,795
|
|
|
$
|
2,722,358
|
|
|
$
|
7,228,153
|
|
|
|
|
|
|
Adjustments to
|
|
|
||||||
|
|
|
As
|
|
Investments in Subsidiaries,
|
|
|
||||||
|
Guarantor Column as of
|
|
Previously
|
|
Intercompany and
|
|
As
|
||||||
|
November 30, 2012
|
|
Reported
|
|
Stockholders' Equity
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Investments in subsidiaries
|
|
$
|
770,119
|
|
|
$
|
(184,363
|
)
|
A
|
$
|
585,756
|
|
|
Lennar Homebuilding assets
|
|
$
|
6,728,275
|
|
|
$
|
(184,363
|
)
|
|
$
|
6,543,912
|
|
|
Total assets
|
|
$
|
6,805,912
|
|
|
$
|
(184,363
|
)
|
|
$
|
6,621,549
|
|
|
Intercompany payables
|
|
$
|
2,239,096
|
|
|
$
|
(523,271
|
)
|
A
|
$
|
1,715,825
|
|
|
Lennar Homebuilding liabilities
|
|
$
|
3,286,802
|
|
|
$
|
(523,271
|
)
|
|
$
|
2,763,531
|
|
|
Total liabilities
|
|
$
|
3,317,858
|
|
|
$
|
(523,271
|
)
|
|
$
|
2,794,587
|
|
|
Stockholders' equity
|
|
$
|
3,488,054
|
|
|
$
|
338,908
|
|
A
|
$
|
3,826,962
|
|
|
Total equity
|
|
$
|
3,488,054
|
|
|
$
|
338,908
|
|
|
$
|
3,826,962
|
|
|
Total liabilities and equity
|
|
$
|
6,805,912
|
|
|
$
|
(184,363
|
)
|
|
$
|
6,621,549
|
|
|
|
|
|
|
Adjustments to
|
|
|
||||||
|
|
|
As
|
|
Investments in Subsidiaries,
|
|
|
||||||
|
Non-Guarantor Column as of
|
|
Previously
|
|
Intercompany and
|
|
As
|
||||||
|
November 30, 2012
|
|
Reported
|
|
Stockholders' Equity
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Intercompany payables
|
|
$
|
483,262
|
|
|
$
|
239,239
|
|
A
|
$
|
722,501
|
|
|
Lennar Homebuilding liabilities
|
|
$
|
751,591
|
|
|
$
|
239,239
|
|
|
$
|
990,830
|
|
|
Total liabilities
|
|
$
|
1,952,109
|
|
|
$
|
239,239
|
|
|
$
|
2,191,348
|
|
|
Stockholders' equity
|
|
$
|
770,119
|
|
|
$
|
(239,239
|
)
|
A
|
$
|
530,880
|
|
|
Total equity
|
|
$
|
1,356,563
|
|
|
$
|
(239,239
|
)
|
|
$
|
1,117,324
|
|
|
|
|
|
|
Adjustments to
|
|
|
||||||
|
|
|
As
|
|
Investments in Subsidiaries,
|
|
|
||||||
|
Eliminations Column as of
|
|
Previously
|
|
Intercompany and
|
|
As
|
||||||
|
November 30, 2012
|
|
Reported
|
|
Stockholders' Equity
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Investments in subsidiaries
|
|
$
|
(4,258,173
|
)
|
|
$
|
(99,669
|
)
|
A
|
$
|
(4,357,842
|
)
|
|
Intercompany receivables
|
|
$
|
—
|
|
|
$
|
(2,438,326
|
)
|
B
|
$
|
(2,438,326
|
)
|
|
Lennar Homebuilding assets and total assets
|
|
$
|
(4,258,173
|
)
|
|
$
|
(2,537,995
|
)
|
|
$
|
(6,796,168
|
)
|
|
Intercompany payables
|
|
$
|
—
|
|
|
$
|
(2,438,326
|
)
|
B
|
$
|
(2,438,326
|
)
|
|
Lennar Homebuilding liabilities and total liabilities
|
|
$
|
—
|
|
|
$
|
(2,438,326
|
)
|
|
$
|
(2,438,326
|
)
|
|
Stockholders' equity
|
|
$
|
(4,258,173
|
)
|
|
$
|
(99,669
|
)
|
A
|
$
|
(4,357,842
|
)
|
|
Total equity
|
|
$
|
(4,258,173
|
)
|
|
$
|
(99,669
|
)
|
|
$
|
(4,357,842
|
)
|
|
Total liabilities and equity
|
|
$
|
(4,258,173
|
)
|
|
$
|
(2,537,995
|
)
|
|
$
|
(6,796,168
|
)
|
|
|
|
As
|
|
Adjustments for Non-cash
|
|
|
||||||
|
Parent Column for six months ended
|
|
Previously
|
|
Activity, Distributions,
|
|
As
|
||||||
|
May 31, 2012
|
|
Reported
|
|
Dividends & Intercompany
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Distributions of earnings from guarantor and non-guarantor subsidiaries (1)
|
|
$
|
—
|
|
|
$
|
110,548
|
|
C
|
$
|
110,548
|
|
|
Other adjustments to reconcile net earnings (including net loss attributable to noncontrolling interests) to net cash provided by (used in) operating activities (1)
|
|
$
|
(24,046
|
)
|
|
$
|
(505,992
|
)
|
C
|
$
|
(530,038
|
)
|
|
Net cash provided by (used in) operating activities
|
|
$
|
443,625
|
|
|
$
|
(395,444
|
)
|
|
$
|
48,181
|
|
|
Cash flows from investing activities: Intercompany
|
|
$
|
—
|
|
|
$
|
(427,584
|
)
|
D
|
$
|
(427,584
|
)
|
|
Net cash used in investing activities
|
|
$
|
(208
|
)
|
|
$
|
(427,584
|
)
|
|
$
|
(427,792
|
)
|
|
Cash flows from financing activities: Intercompany
|
|
$
|
(823,028
|
)
|
|
$
|
823,028
|
|
C,D
|
$
|
—
|
|
|
Net cash provided by (used in) financing activities
|
|
$
|
(777,121
|
)
|
|
$
|
823,028
|
|
|
$
|
45,907
|
|
|
|
|
As
|
|
Adjustments for Non-cash
|
|
|
||||||
|
Guarantor Column for the six months ended
|
|
Previously
|
|
Activity, Distributions,
|
|
As
|
||||||
|
May 31, 2012
|
|
Reported
|
|
Dividends & Intercompany
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Distributions of earnings from guarantor and non-guarantor subsidiaries (1)
|
|
$
|
—
|
|
|
$
|
22,845
|
|
C
|
$
|
22,845
|
|
|
Other adjustments to reconcile net earnings (including net loss attributable to noncontrolling interests) to net cash provided by (used in) operating activities (1)
|
|
$
|
(1,234,944
|
)
|
|
$
|
483,517
|
|
C
|
$
|
(751,427
|
)
|
|
Net cash provided by (used in) operating activities
|
|
$
|
(721,384
|
)
|
|
$
|
506,362
|
|
|
$
|
(215,022
|
)
|
|
Cash flows from financing activities: Dividends
|
|
$
|
—
|
|
|
$
|
(110,548
|
)
|
E
|
$
|
(110,548
|
)
|
|
Cash flows from financing activities: Intercompany
|
|
$
|
726,653
|
|
|
$
|
(395,814
|
)
|
C,E
|
$
|
330,839
|
|
|
Net cash provided by (used in) financing activities
|
|
$
|
703,036
|
|
|
$
|
(506,362
|
)
|
|
$
|
196,674
|
|
|
|
|
As
|
|
Adjustments for Non-cash
|
|
|
||||||
|
Non Guarantor Column for the six months ended
|
|
Previously
|
|
Activity, Distributions,
|
|
As
|
||||||
|
May 31, 2012
|
|
Reported
|
|
Dividends & Intercompany
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Other adjustments to reconcile net earnings (including net loss attributable to noncontrolling interests) to net cash provided by (used in) operating activities
|
|
$
|
46,377
|
|
|
$
|
22,475
|
|
C
|
$
|
68,852
|
|
|
Net cash provided by operating activities
|
|
$
|
63,952
|
|
|
$
|
22,475
|
|
|
$
|
86,427
|
|
|
Cash flows from financing activities: Dividends
|
|
$
|
—
|
|
|
$
|
(22,845
|
)
|
E
|
$
|
(22,845
|
)
|
|
Cash flows from financing activities: Intercompany
|
|
$
|
96,375
|
|
|
$
|
370
|
|
C,E
|
$
|
96,745
|
|
|
Net cash used in financing activities
|
|
$
|
(224,526
|
)
|
|
$
|
(22,475
|
)
|
|
$
|
(247,001
|
)
|
|
|
|
As
|
|
Adjustments for Non-cash
|
|
|
||||||
|
Eliminations Column for the six months ended
|
|
Previously
|
|
Activity, Distributions,
|
|
As
|
||||||
|
May 31, 2012
|
|
Reported
|
|
Dividends & Intercompany
|
|
Revised
|
||||||
|
(In thousands)
|
|
|
|
|
|
|
||||||
|
Distributions of earnings from guarantor and non-guarantor subsidiaries (1)
|
|
$
|
—
|
|
|
$
|
(133,393
|
)
|
C
|
$
|
(133,393
|
)
|
|
Other adjustments to reconcile net earnings (including net loss attributable to noncontrolling interests) to net cash provided by (used in) operating activities (1)
|
|
$
|
536,405
|
|
|
$
|
—
|
|
|
$
|
536,405
|
|
|
Net cash used in operating activities
|
|
$
|
—
|
|
|
$
|
(133,393
|
)
|
|
$
|
(133,393
|
)
|
|
Cash flows from investing activities: Intercompany
|
|
$
|
—
|
|
|
$
|
427,584
|
|
D
|
$
|
427,584
|
|
|
Net cash provided by investing activities
|
|
$
|
—
|
|
|
$
|
427,584
|
|
|
$
|
427,584
|
|
|
Cash flows from financing activities: Dividends
|
|
$
|
—
|
|
|
$
|
133,393
|
|
E
|
$
|
133,393
|
|
|
Cash flows from financing activities: Intercompany
|
|
$
|
—
|
|
|
$
|
(427,584
|
)
|
D
|
$
|
(427,584
|
)
|
|
Net cash used in financing activities
|
|
$
|
—
|
|
|
$
|
(294,191
|
)
|
|
$
|
(294,191
|
)
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
ASSETS
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding:
|
|
|
|
|
|
|
|
|
|
||||||
|
Cash and cash equivalents, restricted cash and
receivables, net
|
$
|
600,490
|
|
|
179,691
|
|
|
16,104
|
|
|
—
|
|
|
796,285
|
|
|
Inventories
|
—
|
|
|
5,689,968
|
|
|
140,657
|
|
|
—
|
|
|
5,830,625
|
|
|
|
Investments in unconsolidated entities
|
—
|
|
|
561,393
|
|
|
168,483
|
|
|
—
|
|
|
729,876
|
|
|
|
Other assets
|
49,520
|
|
|
769,515
|
|
|
216,600
|
|
|
(12,367
|
)
|
|
1,023,268
|
|
|
|
Investments in subsidiaries
|
3,772,086
|
|
|
412,804
|
|
|
—
|
|
|
(4,184,890
|
)
|
|
—
|
|
|
|
Intercompany
|
3,410,876
|
|
|
—
|
|
|
—
|
|
|
(3,410,876
|
)
|
|
—
|
|
|
|
|
7,832,972
|
|
|
7,613,371
|
|
|
541,844
|
|
|
(7,608,133
|
)
|
|
8,380,054
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
1,337,277
|
|
|
—
|
|
|
1,337,277
|
|
|
|
Lennar Financial Services
|
—
|
|
|
75,949
|
|
|
700,877
|
|
|
—
|
|
|
776,826
|
|
|
|
Total assets
|
$
|
7,832,972
|
|
|
7,689,320
|
|
|
2,579,998
|
|
|
(7,608,133
|
)
|
|
10,494,157
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding:
|
|
|
|
|
|
|
|
|
|
||||||
|
Accounts payable and other liabilities
|
$
|
273,339
|
|
|
597,994
|
|
|
16,731
|
|
|
(4,029
|
)
|
|
884,035
|
|
|
Liabilities related to consolidated inventory not owned
|
—
|
|
|
250,607
|
|
|
—
|
|
|
—
|
|
|
250,607
|
|
|
|
Senior notes and other debts payable
|
3,974,031
|
|
|
357,617
|
|
|
206,696
|
|
|
—
|
|
|
4,538,344
|
|
|
|
Intercompany
|
—
|
|
|
2,628,211
|
|
|
782,665
|
|
|
(3,410,876
|
)
|
|
—
|
|
|
|
|
4,247,370
|
|
|
3,834,429
|
|
|
1,006,092
|
|
|
(3,414,905
|
)
|
|
5,672,986
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
291,133
|
|
|
(14,410
|
)
|
|
276,723
|
|
|
|
Lennar Financial Services
|
—
|
|
|
27,928
|
|
|
465,609
|
|
|
6,072
|
|
|
499,609
|
|
|
|
Total liabilities
|
4,247,370
|
|
|
3,862,357
|
|
|
1,762,834
|
|
|
(3,423,243
|
)
|
|
6,449,318
|
|
|
|
Stockholders’ equity
|
3,585,602
|
|
|
3,826,963
|
|
|
357,927
|
|
|
(4,184,890
|
)
|
|
3,585,602
|
|
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
|
459,237
|
|
|
—
|
|
|
459,237
|
|
|
|
Total equity
|
3,585,602
|
|
|
3,826,963
|
|
|
817,164
|
|
|
(4,184,890
|
)
|
|
4,044,839
|
|
|
|
Total liabilities and equity
|
$
|
7,832,972
|
|
|
7,689,320
|
|
|
2,579,998
|
|
|
(7,608,133
|
)
|
|
10,494,157
|
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
ASSETS
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding:
|
|
|
|
|
|
|
|
|
|
||||||
|
Cash and cash equivalents, restricted cash and
receivables, net
|
$
|
962,116
|
|
|
226,047
|
|
|
20,545
|
|
|
—
|
|
|
1,208,708
|
|
|
Inventories
|
—
|
|
|
4,532,755
|
|
|
538,958
|
|
|
—
|
|
|
5,071,713
|
|
|
|
Investments in unconsolidated entities
|
—
|
|
|
521,662
|
|
|
43,698
|
|
|
—
|
|
|
565,360
|
|
|
|
Other assets
|
55,625
|
|
|
677,692
|
|
|
222,753
|
|
|
—
|
|
|
956,070
|
|
|
|
Investments in subsidiaries
|
3,772,086
|
|
|
585,756
|
|
|
—
|
|
|
(4,357,842
|
)
|
|
—
|
|
|
|
Intercompany
|
2,438,326
|
|
|
—
|
|
|
—
|
|
|
(2,438,326
|
)
|
|
—
|
|
|
|
|
7,228,153
|
|
|
6,543,912
|
|
|
825,954
|
|
|
(6,796,168
|
)
|
|
7,801,851
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
1,647,360
|
|
|
—
|
|
|
1,647,360
|
|
|
|
Lennar Financial Services
|
—
|
|
|
77,637
|
|
|
835,358
|
|
|
—
|
|
|
912,995
|
|
|
|
Total assets
|
$
|
7,228,153
|
|
|
6,621,549
|
|
|
3,308,672
|
|
|
(6,796,168
|
)
|
|
10,362,206
|
|
|
LIABILITIES AND EQUITY
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding:
|
|
|
|
|
|
|
|
|
|
||||||
|
Accounts payable and other liabilities
|
$
|
279,926
|
|
|
533,882
|
|
|
42,406
|
|
|
—
|
|
|
856,214
|
|
|
Liabilities related to consolidated inventory not owned
|
—
|
|
|
268,159
|
|
|
—
|
|
|
—
|
|
|
268,159
|
|
|
|
Senior notes and other debts payable
|
3,533,463
|
|
|
245,665
|
|
|
225,923
|
|
|
—
|
|
|
4,005,051
|
|
|
|
Intercompany
|
—
|
|
|
1,715,825
|
|
|
722,501
|
|
|
(2,438,326
|
)
|
|
—
|
|
|
|
|
3,813,389
|
|
|
2,763,531
|
|
|
990,830
|
|
|
(2,438,326
|
)
|
|
5,129,424
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
600,602
|
|
|
—
|
|
|
600,602
|
|
|
|
Lennar Financial Services
|
—
|
|
|
31,056
|
|
|
599,916
|
|
|
—
|
|
|
630,972
|
|
|
|
Total liabilities
|
3,813,389
|
|
|
2,794,587
|
|
|
2,191,348
|
|
|
(2,438,326
|
)
|
|
6,360,998
|
|
|
|
Stockholders’ equity
|
3,414,764
|
|
|
3,826,962
|
|
|
530,880
|
|
|
(4,357,842
|
)
|
|
3,414,764
|
|
|
|
Noncontrolling interests
|
—
|
|
|
—
|
|
|
586,444
|
|
|
—
|
|
|
586,444
|
|
|
|
Total equity
|
3,414,764
|
|
|
3,826,962
|
|
|
1,117,324
|
|
|
(4,357,842
|
)
|
|
4,001,208
|
|
|
|
Total liabilities and equity
|
$
|
7,228,153
|
|
|
6,621,549
|
|
|
3,308,672
|
|
|
(6,796,168
|
)
|
|
10,362,206
|
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
Revenues:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
$
|
—
|
|
|
1,260,772
|
|
|
20,572
|
|
|
—
|
|
|
1,281,344
|
|
|
Lennar Financial Services
|
—
|
|
|
43,164
|
|
|
81,170
|
|
|
(5,238
|
)
|
|
119,096
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
25,684
|
|
|
—
|
|
|
25,684
|
|
|
|
Total revenues
|
—
|
|
|
1,303,936
|
|
|
127,426
|
|
|
(5,238
|
)
|
|
1,426,124
|
|
|
|
Cost and expenses:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
—
|
|
|
1,082,648
|
|
|
26,335
|
|
|
(413
|
)
|
|
1,108,570
|
|
|
|
Lennar Financial Services
|
—
|
|
|
40,673
|
|
|
54,076
|
|
|
(4,825
|
)
|
|
89,924
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
28,305
|
|
|
—
|
|
|
28,305
|
|
|
|
Corporate general and administrative
|
32,587
|
|
|
—
|
|
|
—
|
|
|
1,266
|
|
|
33,853
|
|
|
|
Total costs and expenses
|
32,587
|
|
|
1,123,321
|
|
|
108,716
|
|
|
(3,972
|
)
|
|
1,260,652
|
|
|
|
Lennar Homebuilding equity in earnings (loss) from
unconsolidated entities
|
—
|
|
|
13,703
|
|
|
(242
|
)
|
|
—
|
|
|
13,461
|
|
|
|
Lennar Homebuilding other income (expense), net
|
196
|
|
|
(2,695
|
)
|
|
—
|
|
|
(187
|
)
|
|
(2,686
|
)
|
|
|
Other interest expense
|
(1,453
|
)
|
|
(25,109
|
)
|
|
—
|
|
|
1,453
|
|
|
(25,109
|
)
|
|
|
Rialto Investments equity in earnings from
unconsolidated entities
|
—
|
|
|
—
|
|
|
4,505
|
|
|
—
|
|
|
4,505
|
|
|
|
Rialto Investments other income, net
|
—
|
|
|
—
|
|
|
6,646
|
|
|
—
|
|
|
6,646
|
|
|
|
Earnings (loss) before income taxes
|
(33,844
|
)
|
|
166,514
|
|
|
29,619
|
|
|
—
|
|
|
162,289
|
|
|
|
Benefit (provision) for income taxes
|
17,991
|
|
|
(28,152
|
)
|
|
(9,330
|
)
|
|
—
|
|
|
(19,491
|
)
|
|
|
Equity in earnings from subsidiaries
|
153,289
|
|
|
12,414
|
|
|
—
|
|
|
(165,703
|
)
|
|
—
|
|
|
|
Net earnings (including net earnings attributable to
noncontrolling interests)
|
137,436
|
|
|
150,776
|
|
|
20,289
|
|
|
(165,703
|
)
|
|
142,798
|
|
|
|
Less: Net earnings attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
5,362
|
|
|
—
|
|
|
5,362
|
|
|
|
Net earnings attributable to Lennar
|
$
|
137,436
|
|
|
150,776
|
|
|
14,927
|
|
|
(165,703
|
)
|
|
137,436
|
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
Revenues:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
$
|
—
|
|
|
808,088
|
|
|
—
|
|
|
—
|
|
|
808,088
|
|
|
Lennar Financial Services
|
—
|
|
|
35,965
|
|
|
57,080
|
|
|
(4,450
|
)
|
|
88,595
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
33,472
|
|
|
—
|
|
|
33,472
|
|
|
|
Total revenues
|
—
|
|
|
844,053
|
|
|
90,552
|
|
|
(4,450
|
)
|
|
930,155
|
|
|
|
Cost and expenses:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
—
|
|
|
726,156
|
|
|
3,479
|
|
|
2,207
|
|
|
731,842
|
|
|
|
Lennar Financial Services
|
—
|
|
|
35,479
|
|
|
41,411
|
|
|
(6,275
|
)
|
|
70,615
|
|
|
|
Rialto Investments
|
—
|
|
|
(78
|
)
|
|
30,198
|
|
|
78
|
|
|
30,198
|
|
|
|
Corporate general and administrative
|
27,980
|
|
|
—
|
|
|
—
|
|
|
1,188
|
|
|
29,168
|
|
|
|
Total costs and expenses
|
27,980
|
|
|
761,557
|
|
|
75,088
|
|
|
(2,802
|
)
|
|
861,823
|
|
|
|
Lennar Homebuilding equity in loss from
unconsolidated entities
|
—
|
|
|
(9,186
|
)
|
|
(195
|
)
|
|
—
|
|
|
(9,381
|
)
|
|
|
Lennar Homebuilding other income (expense), net
|
(205
|
)
|
|
12,767
|
|
|
—
|
|
|
196
|
|
|
12,758
|
|
|
|
Other interest expense
|
(1,452
|
)
|
|
(23,803
|
)
|
|
—
|
|
|
1,452
|
|
|
(23,803
|
)
|
|
|
Rialto Investments equity in earnings from
unconsolidated entities
|
—
|
|
|
—
|
|
|
5,569
|
|
|
—
|
|
|
5,569
|
|
|
|
Rialto Investments other expense, net
|
—
|
|
|
—
|
|
|
(1,372
|
)
|
|
—
|
|
|
(1,372
|
)
|
|
|
Earnings (loss) before income taxes
|
(29,637
|
)
|
|
62,274
|
|
|
19,466
|
|
|
—
|
|
|
52,103
|
|
|
|
Benefit (provision) for income taxes
|
(1,848
|
)
|
|
411,101
|
|
|
(6,932
|
)
|
|
—
|
|
|
402,321
|
|
|
|
Equity in earnings from subsidiaries
|
484,188
|
|
|
10,813
|
|
|
—
|
|
|
(495,001
|
)
|
|
—
|
|
|
|
Net earnings (including net earnings attributable to
noncontrolling interests)
|
452,703
|
|
|
484,188
|
|
|
12,534
|
|
|
(495,001
|
)
|
|
454,424
|
|
|
|
Less: Net earnings attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
1,721
|
|
|
—
|
|
|
1,721
|
|
|
|
Net earnings attributable to Lennar
|
$
|
452,703
|
|
|
484,188
|
|
|
10,813
|
|
|
(495,001
|
)
|
|
452,703
|
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
Revenues:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
$
|
—
|
|
|
2,129,216
|
|
|
20,572
|
|
|
—
|
|
|
2,149,788
|
|
|
Lennar Financial Services
|
—
|
|
|
79,240
|
|
|
146,180
|
|
|
(10,444
|
)
|
|
214,976
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
51,306
|
|
|
—
|
|
|
51,306
|
|
|
|
Total revenues
|
—
|
|
|
2,208,456
|
|
|
218,058
|
|
|
(10,444
|
)
|
|
2,416,070
|
|
|
|
Cost and expenses:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
—
|
|
|
1,858,672
|
|
|
29,357
|
|
|
(785
|
)
|
|
1,887,244
|
|
|
|
Lennar Financial Services
|
—
|
|
|
77,691
|
|
|
101,732
|
|
|
(9,721
|
)
|
|
169,702
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
60,076
|
|
|
—
|
|
|
60,076
|
|
|
|
Corporate general and administrative
|
62,592
|
|
|
—
|
|
|
—
|
|
|
2,531
|
|
|
65,123
|
|
|
|
Total costs and expenses
|
62,592
|
|
|
1,936,363
|
|
|
191,165
|
|
|
(7,975
|
)
|
|
2,182,145
|
|
|
|
Lennar Homebuilding equity in earnings from
unconsolidated entities
|
—
|
|
|
12,213
|
|
|
381
|
|
|
—
|
|
|
12,594
|
|
|
|
Lennar Homebuilding other income, net
|
424
|
|
|
1,561
|
|
|
—
|
|
|
(405
|
)
|
|
1,580
|
|
|
|
Other interest expense
|
(2,874
|
)
|
|
(51,140
|
)
|
|
—
|
|
|
2,874
|
|
|
(51,140
|
)
|
|
|
Rialto Investments equity in earnings from
unconsolidated entities
|
—
|
|
|
—
|
|
|
10,678
|
|
|
—
|
|
|
10,678
|
|
|
|
Rialto Investments other income, net
|
—
|
|
|
—
|
|
|
7,973
|
|
|
—
|
|
|
7,973
|
|
|
|
Earnings (loss) before income taxes
|
(65,042
|
)
|
|
234,727
|
|
|
45,925
|
|
|
—
|
|
|
215,610
|
|
|
|
Benefit (provision) for income taxes
|
25,393
|
|
|
(25,202
|
)
|
|
(16,045
|
)
|
|
—
|
|
|
(15,854
|
)
|
|
|
Equity in earnings from subsidiaries
|
234,577
|
|
|
20,802
|
|
|
—
|
|
|
(255,379
|
)
|
|
—
|
|
|
|
Net earnings (including net earnings attributable to
noncontrolling interests)
|
194,928
|
|
|
230,327
|
|
|
29,880
|
|
|
(255,379
|
)
|
|
199,756
|
|
|
|
Less: Net earnings attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
4,828
|
|
|
—
|
|
|
4,828
|
|
|
|
Net earnings attributable to Lennar
|
$
|
194,928
|
|
|
230,327
|
|
|
25,052
|
|
|
(255,379
|
)
|
|
194,928
|
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
Revenues:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
$
|
—
|
|
|
1,432,116
|
|
|
405
|
|
|
—
|
|
|
1,432,521
|
|
|
Lennar Financial Services
|
—
|
|
|
70,515
|
|
|
95,062
|
|
|
(8,767
|
)
|
|
156,810
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
65,680
|
|
|
—
|
|
|
65,680
|
|
|
|
Total revenues
|
—
|
|
|
1,502,631
|
|
|
161,147
|
|
|
(8,767
|
)
|
|
1,655,011
|
|
|
|
Cost and expenses:
|
|
|
|
|
|
|
|
|
|
||||||
|
Lennar Homebuilding
|
—
|
|
|
1,306,666
|
|
|
7,854
|
|
|
2,067
|
|
|
1,316,587
|
|
|
|
Lennar Financial Services
|
—
|
|
|
70,445
|
|
|
70,329
|
|
|
(10,194
|
)
|
|
130,580
|
|
|
|
Rialto Investments
|
—
|
|
|
—
|
|
|
63,568
|
|
|
—
|
|
|
63,568
|
|
|
|
Corporate general and administrative
|
53,479
|
|
|
—
|
|
|
—
|
|
|
2,531
|
|
|
56,010
|
|
|
|
Total costs and expenses
|
53,479
|
|
|
1,377,111
|
|
|
141,751
|
|
|
(5,596
|
)
|
|
1,566,745
|
|
|
|
Lennar Homebuilding equity in loss from
unconsolidated entities
|
—
|
|
|
(8,045
|
)
|
|
(253
|
)
|
|
—
|
|
|
(8,298
|
)
|
|
|
Lennar Homebuilding other income (expense), net
|
(282
|
)
|
|
16,825
|
|
|
—
|
|
|
282
|
|
|
16,825
|
|
|
|
Other interest expense
|
(2,889
|
)
|
|
(48,652
|
)
|
|
—
|
|
|
2,889
|
|
|
(48,652
|
)
|
|
|
Rialto Investments equity in earnings from
unconsolidated entities
|
—
|
|
|
—
|
|
|
24,027
|
|
|
—
|
|
|
24,027
|
|
|
|
Rialto Investments other expense, net
|
—
|
|
|
—
|
|
|
(13,612
|
)
|
|
—
|
|
|
(13,612
|
)
|
|
|
Earnings (loss) before income taxes
|
(56,650
|
)
|
|
85,648
|
|
|
29,558
|
|
|
—
|
|
|
58,556
|
|
|
|
Benefit (provision) for income taxes
|
10,761
|
|
|
405,067
|
|
|
(11,983
|
)
|
|
—
|
|
|
403,845
|
|
|
|
Equity in earnings from subsidiaries
|
513,560
|
|
|
22,845
|
|
|
—
|
|
|
(536,405
|
)
|
|
—
|
|
|
|
Net earnings (including net loss attributable to
noncontrolling interests)
|
467,671
|
|
|
513,560
|
|
|
17,575
|
|
|
(536,405
|
)
|
|
462,401
|
|
|
|
Less: Net loss attributable to noncontrolling interests
|
—
|
|
|
—
|
|
|
(5,270
|
)
|
|
—
|
|
|
(5,270
|
)
|
|
|
Net earnings attributable to Lennar
|
$
|
467,671
|
|
|
513,560
|
|
|
22,845
|
|
|
(536,405
|
)
|
|
467,671
|
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
||||||
|
Net earnings (including net earnings attributable to
noncontrolling interests)
|
$
|
194,928
|
|
|
230,327
|
|
|
29,880
|
|
|
(255,379
|
)
|
|
199,756
|
|
|
Distributions of earnings from guarantor and non-guarantor subsidiaries
|
234,577
|
|
|
20,802
|
|
|
—
|
|
|
(255,379
|
)
|
|
—
|
|
|
|
Other adjustments to reconcile net earnings (including net earnings attributable to noncontrolling interests) to net cash provided by (used in) operating activities
|
(246,509
|
)
|
|
(926,936
|
)
|
|
108,401
|
|
|
255,379
|
|
|
(809,665
|
)
|
|
|
Net cash provided by (used in) operating activities
|
182,996
|
|
|
(675,807
|
)
|
|
138,281
|
|
|
(255,379
|
)
|
|
(609,909
|
)
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||
|
(Investments in and contributions to) and distributions of capital from Lennar Homebuilding unconsolidated entities, net
|
—
|
|
|
(8,873
|
)
|
|
98,694
|
|
|
—
|
|
|
89,821
|
|
|
|
Distributions of capital from Rialto Investments
consolidated and unconsolidated entities, net
|
—
|
|
|
—
|
|
|
3,470
|
|
|
—
|
|
|
3,470
|
|
|
|
Decrease in Rialto Investments defeasance cash to
retire notes payable
|
—
|
|
|
—
|
|
|
185,910
|
|
|
—
|
|
|
185,910
|
|
|
|
Receipts of principal payments on Rialto Investments
loans receivable
|
—
|
|
|
—
|
|
|
34,288
|
|
|
—
|
|
|
34,288
|
|
|
|
Proceeds from sales of Rialto Investments real
estate owned
|
—
|
|
|
—
|
|
|
104,482
|
|
|
—
|
|
|
104,482
|
|
|
|
Other
|
(1
|
)
|
|
(15,673
|
)
|
|
(285
|
)
|
|
—
|
|
|
(15,959
|
)
|
|
|
Intercompany
|
(1,005,907
|
)
|
|
—
|
|
|
—
|
|
|
1,005,907
|
|
|
—
|
|
|
|
Net cash provided by (used in) investing activities
|
(1,005,908
|
)
|
|
(24,546
|
)
|
|
426,559
|
|
|
1,005,907
|
|
|
402,012
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||
|
Net repayments under Lennar Financial Services debt
|
—
|
|
|
—
|
|
|
(123,253
|
)
|
|
—
|
|
|
(123,253
|
)
|
|
|
Net proceeds from senior notes
|
494,883
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
494,883
|
|
|
|
Redemption of senior notes
|
(63,001
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(63,001
|
)
|
|
|
Principal repayments on Rialto Investments
notes payable
|
—
|
|
|
—
|
|
|
(314,597
|
)
|
|
—
|
|
|
(314,597
|
)
|
|
|
Net repayments on other borrowings
|
—
|
|
|
(28,460
|
)
|
|
(11,670
|
)
|
|
—
|
|
|
(40,130
|
)
|
|
|
Exercise of land option contracts from an
unconsolidated land investment venture
|
—
|
|
|
(19,857
|
)
|
|
—
|
|
|
—
|
|
|
(19,857
|
)
|
|
|
Net payments related to noncontrolling interests
|
—
|
|
|
—
|
|
|
(167,601
|
)
|
|
—
|
|
|
(167,601
|
)
|
|
|
Excess tax benefits from share-based awards
|
8,240
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,240
|
|
|
|
Common stock:
|
|
|
|
|
|
|
|
|
|
||||||
|
Issuances
|
29,620
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,620
|
|
|
|
Repurchases
|
(83
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(83
|
)
|
|
|
Dividends
|
(15,390
|
)
|
|
(230,327
|
)
|
|
(25,052
|
)
|
|
255,379
|
|
|
(15,390
|
)
|
|
|
Intercompany
|
—
|
|
|
932,741
|
|
|
73,166
|
|
|
(1,005,907
|
)
|
|
—
|
|
|
|
Net cash provided by (used in) financing activities
|
454,269
|
|
|
654,097
|
|
|
(569,007
|
)
|
|
(750,528
|
)
|
|
(211,169
|
)
|
|
|
Net decrease in cash and cash equivalents
|
(368,643
|
)
|
|
(46,256
|
)
|
|
(4,167
|
)
|
|
—
|
|
|
(419,066
|
)
|
|
|
Cash and cash equivalents at beginning of period
|
953,478
|
|
|
192,373
|
|
|
164,892
|
|
|
—
|
|
|
1,310,743
|
|
|
|
Cash and cash equivalents at end of period
|
$
|
584,835
|
|
|
146,117
|
|
|
160,725
|
|
|
—
|
|
|
891,677
|
|
|
(In thousands)
|
Lennar
Corporation
|
|
Guarantor
Subsidiaries
|
|
Non-Guarantor
Subsidiaries
|
|
Eliminations
|
|
Total
|
||||||
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
||||||
|
Net earnings (including net loss attributable to
noncontrolling interests)
|
$
|
467,671
|
|
|
513,560
|
|
|
17,575
|
|
|
(536,405
|
)
|
|
462,401
|
|
|
Distributions of earnings from guarantor and non-guarantor subsidiaries
|
110,548
|
|
|
22,845
|
|
|
—
|
|
|
(133,393
|
)
|
|
—
|
|
|
|
Other adjustments to reconcile net earnings (including net loss attributable to noncontrolling interests) to net cash provided by (used in) operating activities
|
(530,038
|
)
|
|
(751,427
|
)
|
|
68,852
|
|
|
536,405
|
|
|
(676,208
|
)
|
|
|
Net cash provided by (used in) operating activities
|
48,181
|
|
|
(215,022
|
)
|
|
86,427
|
|
|
(133,393
|
)
|
|
(213,807
|
)
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
||||||
|
Investments in and contributions to Lennar
Homebuilding unconsolidated entities, net
|
—
|
|
|
(22,873
|
)
|
|
(790
|
)
|
|
—
|
|
|
(23,663
|
)
|
|
|
Investments in and contributions to Rialto Investments
consolidated and unconsolidated entities, net
|
—
|
|
|
—
|
|
|
(5,875
|
)
|
|
—
|
|
|
(5,875
|
)
|
|
|
Decrease in Rialto Investments defeasance cash to
retire notes payable
|
—
|
|
|
—
|
|
|
80,721
|
|
|
—
|
|
|
80,721
|
|
|
|
Receipts of principal payments on Rialto Investments
loans receivable
|
—
|
|
|
—
|
|
|
41,788
|
|
|
—
|
|
|
41,788
|
|
|
|
Proceeds from sales of Rialto Investments real
estate owned
|
—
|
|
|
—
|
|
|
91,473
|
|
|
—
|
|
|
91,473
|
|
|
|
Other
|
(208
|
)
|
|
466
|
|
|
(6,506
|
)
|
|
—
|
|
|
(6,248
|
)
|
|
|
Intercompany
|
(427,584
|
)
|
|
—
|
|
|
—
|
|
|
427,584
|
|
|
—
|
|
|
|
Net cash provided by (used) in investing activities
|
(427,792
|
)
|
|
(22,407
|
)
|
|
200,811
|
|
|
427,584
|
|
|
178,196
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
||||||
|
Net repayments under Lennar Financial Services debt
|
—
|
|
|
(79
|
)
|
|
(146,582
|
)
|
|
—
|
|
|
(146,661
|
)
|
|
|
Net proceeds from convertible senior notes
|
48,965
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
48,965
|
|
|
|
Principal repayments on Rialto Investments notes payable
|
—
|
|
|
—
|
|
|
(170,589
|
)
|
|
—
|
|
|
(170,589
|
)
|
|
|
Net repayments on other borrowings
|
—
|
|
|
(7,048
|
)
|
|
(4,473
|
)
|
|
—
|
|
|
(11,521
|
)
|
|
|
Exercise of land option contracts from an
unconsolidated land investment venture
|
—
|
|
|
(16,490
|
)
|
|
—
|
|
|
—
|
|
|
(16,490
|
)
|
|
|
Net receipts related to noncontrolling interests
|
—
|
|
|
—
|
|
|
743
|
|
|
—
|
|
|
743
|
|
|
|
Common stock:
|
|
|
|
|
|
|
|
|
|
||||||
|
Issuances
|
12,074
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,074
|
|
|
|
Dividends
|
(15,132
|
)
|
|
(110,548
|
)
|
|
(22,845
|
)
|
|
133,393
|
|
|
(15,132
|
)
|
|
|
Intercompany
|
—
|
|
|
330,839
|
|
|
96,745
|
|
|
(427,584
|
)
|
|
—
|
|
|
|
Net cash provided by (used in) financing activities
|
45,907
|
|
|
196,674
|
|
|
(247,001
|
)
|
|
(294,191
|
)
|
|
(298,611
|
)
|
|
|
Net decrease in cash and cash equivalents
|
(333,704
|
)
|
|
(40,755
|
)
|
|
40,237
|
|
|
—
|
|
|
(334,222
|
)
|
|
|
Cash and cash equivalents at beginning of period
|
864,237
|
|
|
172,018
|
|
|
127,349
|
|
|
—
|
|
|
1,163,604
|
|
|
|
Cash and cash equivalents at end of period
|
$
|
530,533
|
|
|
131,263
|
|
|
167,586
|
|
|
—
|
|
|
829,382
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Lennar Homebuilding revenues:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
$
|
1,256,267
|
|
|
796,445
|
|
|
2,111,348
|
|
|
1,407,145
|
|
|
Sales of land
|
25,077
|
|
|
11,643
|
|
|
38,440
|
|
|
25,376
|
|
|
|
Total Lennar Homebuilding revenues
|
1,281,344
|
|
|
808,088
|
|
|
2,149,788
|
|
|
1,432,521
|
|
|
|
Lennar Homebuilding costs and expenses:
|
|
|
|
|
|
|
|
|||||
|
Costs of homes sold
|
952,983
|
|
|
617,495
|
|
|
1,619,067
|
|
|
1,100,317
|
|
|
|
Cost of land sold
|
18,979
|
|
|
8,959
|
|
|
29,327
|
|
|
19,795
|
|
|
|
Selling, general and administrative
|
136,608
|
|
|
105,388
|
|
|
238,850
|
|
|
196,475
|
|
|
|
Total Lennar Homebuilding costs and expenses
|
1,108,570
|
|
|
731,842
|
|
|
1,887,244
|
|
|
1,316,587
|
|
|
|
Lennar Homebuilding operating margins
|
172,774
|
|
|
76,246
|
|
|
262,544
|
|
|
115,934
|
|
|
|
Lennar Homebuilding equity in earnings (loss) from unconsolidated entities
|
13,461
|
|
|
(9,381
|
)
|
|
12,594
|
|
|
(8,298
|
)
|
|
|
Lennar Homebuilding other income (expense), net (1)
|
(2,686
|
)
|
|
12,758
|
|
|
1,580
|
|
|
16,825
|
|
|
|
Other interest expense
|
(25,109
|
)
|
|
(23,803
|
)
|
|
(51,140
|
)
|
|
(48,652
|
)
|
|
|
Lennar Homebuilding operating earnings
|
$
|
158,440
|
|
|
55,820
|
|
|
225,578
|
|
|
75,809
|
|
|
Lennar Financial Services revenues
|
$
|
119,096
|
|
|
88,595
|
|
|
214,976
|
|
|
156,810
|
|
|
Lennar Financial Services costs and expenses
|
89,924
|
|
|
70,615
|
|
|
169,702
|
|
|
130,580
|
|
|
|
Lennar Financial Services operating earnings
|
$
|
29,172
|
|
|
17,980
|
|
|
45,274
|
|
|
26,230
|
|
|
Rialto Investments revenues
|
$
|
25,684
|
|
|
33,472
|
|
|
51,306
|
|
|
65,680
|
|
|
Rialto Investments costs and expenses
|
28,305
|
|
|
30,198
|
|
|
60,076
|
|
|
63,568
|
|
|
|
Rialto Investments equity in earnings from unconsolidated entities
|
4,505
|
|
|
5,569
|
|
|
10,678
|
|
|
24,027
|
|
|
|
Rialto Investments other income (expense), net
|
6,646
|
|
|
(1,372
|
)
|
|
7,973
|
|
|
(13,612
|
)
|
|
|
Rialto Investments operating earnings
|
$
|
8,530
|
|
|
7,471
|
|
|
9,881
|
|
|
12,527
|
|
|
Total operating earnings
|
$
|
196,142
|
|
|
81,271
|
|
|
280,733
|
|
|
114,566
|
|
|
Corporate general administrative expenses
|
(33,853
|
)
|
|
(29,168
|
)
|
|
(65,123
|
)
|
|
(56,010
|
)
|
|
|
Earnings before income taxes
|
$
|
162,289
|
|
|
52,103
|
|
|
215,610
|
|
|
58,556
|
|
|
(1)
|
Florida in the East reportable segment excludes Southeast Florida, which is its own reportable segment.
|
|
(2)
|
Texas in the Central reportable segment excludes Houston, Texas, which is its own reportable segment.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
East:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
$
|
419,023
|
|
|
306,805
|
|
|
705,877
|
|
|
543,069
|
|
|
Sales of land
|
14,306
|
|
|
3,344
|
|
|
16,344
|
|
|
11,913
|
|
|
|
Total East
|
433,329
|
|
|
310,149
|
|
|
722,221
|
|
|
554,982
|
|
|
|
Central:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
180,675
|
|
|
112,460
|
|
|
328,633
|
|
|
197,387
|
|
|
|
Sales of land
|
1,099
|
|
|
2,104
|
|
|
2,173
|
|
|
2,890
|
|
|
|
Total Central
|
181,774
|
|
|
114,564
|
|
|
330,806
|
|
|
200,277
|
|
|
|
West:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
269,565
|
|
|
157,422
|
|
|
443,150
|
|
|
280,272
|
|
|
|
Sales of land
|
—
|
|
|
288
|
|
|
490
|
|
|
523
|
|
|
|
Total West
|
269,565
|
|
|
157,710
|
|
|
443,640
|
|
|
280,795
|
|
|
|
Southeast Florida:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
123,883
|
|
|
70,878
|
|
|
195,734
|
|
|
120,667
|
|
|
|
Total Southeast Florida
|
123,883
|
|
|
70,878
|
|
|
195,734
|
|
|
120,667
|
|
|
|
Houston:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
135,811
|
|
|
96,626
|
|
|
234,806
|
|
|
177,394
|
|
|
|
Sales of land
|
9,583
|
|
|
5,829
|
|
|
19,106
|
|
|
9,895
|
|
|
|
Total Houston
|
145,394
|
|
|
102,455
|
|
|
253,912
|
|
|
187,289
|
|
|
|
Other:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
127,310
|
|
|
52,254
|
|
|
203,148
|
|
|
88,356
|
|
|
|
Sales of land
|
89
|
|
|
78
|
|
|
327
|
|
|
155
|
|
|
|
Total Other
|
127,399
|
|
|
52,332
|
|
|
203,475
|
|
|
88,511
|
|
|
|
Total homebuilding revenues
|
$
|
1,281,344
|
|
|
808,088
|
|
|
2,149,788
|
|
|
1,432,521
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Operating earnings (loss):
|
|
|
|
|
|
|
|
|||||
|
East:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
$
|
59,908
|
|
|
31,315
|
|
|
90,693
|
|
|
48,942
|
|
|
Sales of land
|
3,418
|
|
|
642
|
|
|
3,769
|
|
|
2,442
|
|
|
|
Equity in earnings from unconsolidated entities
|
193
|
|
|
928
|
|
|
276
|
|
|
959
|
|
|
|
Other income (expense), net
|
(3,949
|
)
|
|
14
|
|
|
(5,200
|
)
|
|
1,445
|
|
|
|
Other interest expense
|
(6,760
|
)
|
|
(6,608
|
)
|
|
(13,853
|
)
|
|
(13,550
|
)
|
|
|
Total East
|
52,810
|
|
|
26,291
|
|
|
75,685
|
|
|
40,238
|
|
|
|
Central:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
16,125
|
|
|
8,702
|
|
|
33,612
|
|
|
12,741
|
|
|
|
Sales of land
|
263
|
|
|
616
|
|
|
424
|
|
|
708
|
|
|
|
Equity in loss from unconsolidated entities
|
(91
|
)
|
|
(128
|
)
|
|
(93
|
)
|
|
(164
|
)
|
|
|
Other expense, net
|
(118
|
)
|
|
(1,478
|
)
|
|
(448
|
)
|
|
(769
|
)
|
|
|
Other interest expense
|
(3,343
|
)
|
|
(3,394
|
)
|
|
(6,702
|
)
|
|
(7,134
|
)
|
|
|
Total Central
|
12,836
|
|
|
4,318
|
|
|
26,793
|
|
|
5,382
|
|
|
|
West:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes (1)
|
38,687
|
|
|
9,232
|
|
|
52,493
|
|
|
7,005
|
|
|
|
Sales of land
|
(32
|
)
|
|
155
|
|
|
(74
|
)
|
|
82
|
|
|
|
Equity in earnings (loss) from unconsolidated entities (2)
|
13,646
|
|
|
(9,722
|
)
|
|
13,383
|
|
|
(8,382
|
)
|
|
|
Other income (expense), net
|
1,940
|
|
|
(1,235
|
)
|
|
9,997
|
|
|
588
|
|
|
|
Other interest expense
|
(8,543
|
)
|
|
(7,835
|
)
|
|
(17,498
|
)
|
|
(16,271
|
)
|
|
|
Total West
|
45,698
|
|
|
(9,405
|
)
|
|
58,301
|
|
|
(16,978
|
)
|
|
|
Southeast Florida:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
27,100
|
|
|
11,820
|
|
|
37,677
|
|
|
20,400
|
|
|
|
Sales of land
|
—
|
|
|
(332
|
)
|
|
—
|
|
|
(332
|
)
|
|
|
Equity in loss from unconsolidated entities
|
(220
|
)
|
|
(330
|
)
|
|
(450
|
)
|
|
(575
|
)
|
|
|
Other income, net (3)
|
4,184
|
|
|
15,482
|
|
|
5,589
|
|
|
15,926
|
|
|
|
Other interest expense
|
(2,300
|
)
|
|
(2,464
|
)
|
|
(4,644
|
)
|
|
(4,609
|
)
|
|
|
Total Southeast Florida
|
28,764
|
|
|
24,176
|
|
|
38,172
|
|
|
30,810
|
|
|
|
Houston:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
13,887
|
|
|
8,436
|
|
|
22,038
|
|
|
13,122
|
|
|
|
Sales of land
|
2,411
|
|
|
1,733
|
|
|
4,905
|
|
|
2,790
|
|
|
|
Equity in loss from unconsolidated entities
|
(6
|
)
|
|
(12
|
)
|
|
(10
|
)
|
|
(19
|
)
|
|
|
Other income (expense), net
|
(26
|
)
|
|
1,211
|
|
|
87
|
|
|
1,161
|
|
|
|
Other interest expense
|
(1,240
|
)
|
|
(1,106
|
)
|
|
(2,488
|
)
|
|
(2,276
|
)
|
|
|
Total Houston
|
15,026
|
|
|
10,262
|
|
|
24,532
|
|
|
14,778
|
|
|
|
Other:
|
|
|
|
|
|
|
|
|||||
|
Sales of homes
|
10,969
|
|
|
4,057
|
|
|
16,918
|
|
|
8,143
|
|
|
|
Sales of land
|
38
|
|
|
(130
|
)
|
|
89
|
|
|
(109
|
)
|
|
|
Equity in loss from unconsolidated entities
|
(61
|
)
|
|
(117
|
)
|
|
(512
|
)
|
|
(117
|
)
|
|
|
Other expense, net
|
(4,717
|
)
|
|
(1,236
|
)
|
|
(8,445
|
)
|
|
(1,526
|
)
|
|
|
Other interest expense
|
(2,923
|
)
|
|
(2,396
|
)
|
|
(5,955
|
)
|
|
(4,812
|
)
|
|
|
Total Other
|
3,306
|
|
|
178
|
|
|
2,095
|
|
|
1,579
|
|
|
|
Total homebuilding operating earnings
|
$
|
158,440
|
|
|
55,820
|
|
|
225,578
|
|
|
75,809
|
|
|
(1)
|
The increase in the operating earnings of the sales of homes in the Homebuilding West segment was primarily due to a an increase in the number of home deliveries, an increase in the average sales price of homes delivered, an increase in gross
|
|
(2)
|
Lennar Homebuilding equity in earnings (loss) from unconsolidated entities for both the three and six months ended May 31, 2013, includes the sale of approximately 300 homesites to third parties by one unconsolidated entity for approximately $126 million, resulting in a gross profit of approximately $53 million, of which our share was $13.0 million of equity in earnings. Equity in earnings recognized by us related to the sale of land by our unconsolidated entities may vary significantly from period to period depending on the timing of those land sales and other transactions entered into by our unconsolidated entities in which we have investments.
|
|
(3)
|
Other income, net for both the three and six months ended May 31, 2012, includes a $15.0 million gain on the sale of an operating property.
|
|
|
Three Months Ended
|
||||||||||||||||||
|
|
Homes
|
|
Dollar Value (In thousands)
|
|
Average Sales Price
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
1,603
|
|
|
1,350
|
|
|
$
|
420,368
|
|
|
312,239
|
|
|
$
|
262,000
|
|
|
231,000
|
|
|
Central
|
702
|
|
|
493
|
|
|
180,676
|
|
|
112,460
|
|
|
257,000
|
|
|
228,000
|
|
||
|
West
|
849
|
|
|
532
|
|
|
277,940
|
|
|
164,363
|
|
|
327,000
|
|
|
309,000
|
|
||
|
Southeast Florida
|
453
|
|
|
262
|
|
|
123,883
|
|
|
70,879
|
|
|
273,000
|
|
|
271,000
|
|
||
|
Houston
|
538
|
|
|
422
|
|
|
135,812
|
|
|
96,626
|
|
|
252,000
|
|
|
229,000
|
|
||
|
Other
|
319
|
|
|
163
|
|
|
127,311
|
|
|
52,253
|
|
|
399,000
|
|
|
321,000
|
|
||
|
Total
|
4,464
|
|
|
3,222
|
|
|
$
|
1,265,990
|
|
|
808,820
|
|
|
$
|
284,000
|
|
|
251,000
|
|
|
|
Six Months Ended
|
||||||||||||||||||
|
|
Homes
|
|
Dollar Value (In thousands)
|
|
Average Sales Price
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
2,743
|
|
|
2,412
|
|
|
$
|
708,573
|
|
|
549,260
|
|
|
$
|
258,000
|
|
|
228,000
|
|
|
Central
|
1,277
|
|
|
880
|
|
|
328,633
|
|
|
197,387
|
|
|
257,000
|
|
|
224,000
|
|
||
|
West
|
1,448
|
|
|
926
|
|
|
458,689
|
|
|
290,378
|
|
|
317,000
|
|
|
314,000
|
|
||
|
Southeast Florida
|
718
|
|
|
449
|
|
|
195,734
|
|
|
120,667
|
|
|
273,000
|
|
|
269,000
|
|
||
|
Houston
|
921
|
|
|
774
|
|
|
234,807
|
|
|
177,394
|
|
|
255,000
|
|
|
229,000
|
|
||
|
Other
|
543
|
|
|
263
|
|
|
203,148
|
|
|
88,356
|
|
|
374,000
|
|
|
336,000
|
|
||
|
Total
|
7,650
|
|
|
5,704
|
|
|
$
|
2,129,584
|
|
|
1,423,442
|
|
|
$
|
278,000
|
|
|
250,000
|
|
|
|
Three Months Ended
|
||||||||||||||||||
|
|
Sales Incentives
(In thousands)
|
|
Average Sales Incentives Per
Home Delivered
|
|
Sales Incentives
as a % of Revenue
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
$
|
38,533
|
|
|
41,098
|
|
|
$
|
24,100
|
|
|
30,800
|
|
|
8.4
|
%
|
|
11.8
|
%
|
|
Central
|
12,279
|
|
|
12,886
|
|
|
17,500
|
|
|
26,100
|
|
|
6.4
|
%
|
|
10.3
|
%
|
||
|
West
|
7,339
|
|
|
13,328
|
|
|
8,800
|
|
|
25,700
|
|
|
2.7
|
%
|
|
7.8
|
%
|
||
|
Southeast Florida
|
12,003
|
|
|
9,211
|
|
|
26,500
|
|
|
35,200
|
|
|
8.8
|
%
|
|
11.7
|
%
|
||
|
Houston
|
15,033
|
|
|
13,660
|
|
|
27,900
|
|
|
32,400
|
|
|
10.0
|
%
|
|
12.4
|
%
|
||
|
Other
|
4,704
|
|
|
5,081
|
|
|
14,700
|
|
|
31,200
|
|
|
3.6
|
%
|
|
8.9
|
%
|
||
|
Total
|
$
|
89,891
|
|
|
95,264
|
|
|
$
|
20,200
|
|
|
29,800
|
|
|
6.7
|
%
|
|
10.7
|
%
|
|
|
Six Months Ended
|
||||||||||||||||||
|
|
Sales Incentives
(In thousands)
|
|
Average Sales Incentives Per
Home Delivered
|
|
Sales Incentives
as a % of Revenue
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
$
|
71,435
|
|
|
77,175
|
|
|
$
|
26,100
|
|
|
32,300
|
|
|
9.2
|
%
|
|
12.5
|
%
|
|
Central
|
22,289
|
|
|
25,877
|
|
|
17,500
|
|
|
29,400
|
|
|
6.3
|
%
|
|
11.6
|
%
|
||
|
West
|
13,592
|
|
|
25,313
|
|
|
9,500
|
|
|
28,000
|
|
|
3.0
|
%
|
|
8.3
|
%
|
||
|
Southeast Florida
|
20,000
|
|
|
16,031
|
|
|
27,900
|
|
|
35,700
|
|
|
9.3
|
%
|
|
11.9
|
%
|
||
|
Houston
|
28,050
|
|
|
26,268
|
|
|
30,500
|
|
|
33,900
|
|
|
10.7
|
%
|
|
12.9
|
%
|
||
|
Other
|
8,548
|
|
|
9,054
|
|
|
15,700
|
|
|
34,400
|
|
|
4.0
|
%
|
|
9.3
|
%
|
||
|
Total
|
$
|
163,914
|
|
|
179,718
|
|
|
$
|
21,500
|
|
|
31,700
|
|
|
7.2
|
%
|
|
11.3
|
%
|
|
(1)
|
Sales incentives relate to home deliveries during the period, excluding deliveries by unconsolidated entities.
|
|
|
Three Months Ended
|
||||||||||||||||||
|
|
Homes
|
|
Dollar Value (In thousands)
|
|
Average Sales Price
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
2,385
|
|
|
1,605
|
|
|
$
|
650,514
|
|
|
391,825
|
|
|
$
|
273,000
|
|
|
244,000
|
|
|
Central
|
862
|
|
|
798
|
|
|
230,866
|
|
|
184,843
|
|
|
268,000
|
|
|
232,000
|
|
||
|
West
|
909
|
|
|
767
|
|
|
328,565
|
|
|
225,099
|
|
|
361,000
|
|
|
293,000
|
|
||
|
Southeast Florida
|
463
|
|
|
446
|
|
|
137,635
|
|
|
113,002
|
|
|
297,000
|
|
|
253,000
|
|
||
|
Houston
|
716
|
|
|
626
|
|
|
189,482
|
|
|
155,091
|
|
|
265,000
|
|
|
248,000
|
|
||
|
Other
|
370
|
|
|
239
|
|
|
136,456
|
|
|
89,112
|
|
|
369,000
|
|
|
373,000
|
|
||
|
Total
|
5,705
|
|
|
4,481
|
|
|
$
|
1,673,518
|
|
|
1,158,972
|
|
|
$
|
293,000
|
|
|
259,000
|
|
|
|
Six Months Ended
|
||||||||||||||||||
|
|
Homes
|
|
Dollar Value (In thousands)
|
|
Average Sales Price
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
3,937
|
|
|
2,851
|
|
|
$
|
1,063,283
|
|
|
684,315
|
|
|
$
|
270,000
|
|
|
240,000
|
|
|
Central
|
1,517
|
|
|
1,279
|
|
|
405,958
|
|
|
288,894
|
|
|
268,000
|
|
|
226,000
|
|
||
|
West
|
1,487
|
|
|
1,282
|
|
|
518,662
|
|
|
382,697
|
|
|
349,000
|
|
|
299,000
|
|
||
|
Southeast Florida
|
964
|
|
|
671
|
|
|
288,308
|
|
|
175,464
|
|
|
299,000
|
|
|
261,000
|
|
||
|
Houston
|
1,233
|
|
|
1,050
|
|
|
327,328
|
|
|
253,038
|
|
|
265,000
|
|
|
241,000
|
|
||
|
Other
|
622
|
|
|
370
|
|
|
227,560
|
|
|
137,898
|
|
|
366,000
|
|
|
373,000
|
|
||
|
Total
|
9,760
|
|
|
7,503
|
|
|
$
|
2,831,099
|
|
|
1,922,306
|
|
|
$
|
290,000
|
|
|
256,000
|
|
|
(2)
|
New orders represent the number of new sales contracts executed with homebuyers, net of cancellations, during both the three and
six months ended May 31, 2013
and
2012
.
|
|
|
Homes
|
|
Dollar Value (In thousands)
|
|
Average Sales Price
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
2,570
|
|
|
1,387
|
|
|
$
|
723,768
|
|
|
356,879
|
|
|
$
|
282,000
|
|
|
257,000
|
|
|
Central
|
893
|
|
|
708
|
|
|
246,142
|
|
|
156,407
|
|
|
276,000
|
|
|
221,000
|
|
||
|
West
|
747
|
|
|
654
|
|
|
263,624
|
|
|
189,645
|
|
|
353,000
|
|
|
290,000
|
|
||
|
Southeast Florida
|
715
|
|
|
388
|
|
|
233,857
|
|
|
108,294
|
|
|
327,000
|
|
|
279,000
|
|
||
|
Houston
|
828
|
|
|
631
|
|
|
227,906
|
|
|
155,357
|
|
|
275,000
|
|
|
246,000
|
|
||
|
Other
|
410
|
|
|
202
|
|
|
167,874
|
|
|
94,866
|
|
|
409,000
|
|
|
470,000
|
|
||
|
Total
|
6,163
|
|
|
3,970
|
|
|
$
|
1,863,171
|
|
|
1,061,448
|
|
|
$
|
302,000
|
|
|
267,000
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||
|
|
May 31,
|
|
May 31,
|
||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||
|
East
|
13
|
%
|
|
18
|
%
|
|
13
|
%
|
|
18
|
%
|
|
Central
|
14
|
%
|
|
15
|
%
|
|
16
|
%
|
|
17
|
%
|
|
West
|
12
|
%
|
|
18
|
%
|
|
13
|
%
|
|
17
|
%
|
|
Southeast Florida
|
14
|
%
|
|
8
|
%
|
|
12
|
%
|
|
10
|
%
|
|
Houston
|
21
|
%
|
|
19
|
%
|
|
20
|
%
|
|
20
|
%
|
|
Other
|
9
|
%
|
|
5
|
%
|
|
10
|
%
|
|
6
|
%
|
|
Total
|
14
|
%
|
|
16
|
%
|
|
14
|
%
|
|
17
|
%
|
|
|
May 31,
|
||||
|
|
2013
|
|
2012
|
||
|
East
|
201
|
|
|
152
|
|
|
Central
|
74
|
|
|
69
|
|
|
West
|
67
|
|
|
68
|
|
|
Southeast Florida
|
29
|
|
|
29
|
|
|
Houston
|
75
|
|
|
79
|
|
|
Other
|
48
|
|
|
43
|
|
|
Total
|
494
|
|
|
440
|
|
|
|
Three Months Ended
|
||||||||||||||||||
|
|
Homes
|
|
Dollar Value (In thousands)
|
|
Average Sales Price
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
1,107
|
|
|
711
|
|
|
$
|
291,138
|
|
|
157,370
|
|
|
$
|
263,000
|
|
|
221,000
|
|
|
Central
|
293
|
|
|
189
|
|
|
73,814
|
|
|
42,823
|
|
|
252,000
|
|
|
227,000
|
|
||
|
West
|
550
|
|
|
323
|
|
|
167,193
|
|
|
98,341
|
|
|
304,000
|
|
|
304,000
|
|
||
|
Southeast Florida
|
281
|
|
|
184
|
|
|
88,889
|
|
|
52,578
|
|
|
316,000
|
|
|
286,000
|
|
||
|
Houston
|
159
|
|
|
64
|
|
|
45,150
|
|
|
14,740
|
|
|
284,000
|
|
|
230,000
|
|
||
|
Other
|
232
|
|
|
46
|
|
|
84,766
|
|
|
18,020
|
|
|
365,000
|
|
|
392,000
|
|
||
|
Total
|
2,622
|
|
|
1,517
|
|
|
$
|
750,950
|
|
|
383,872
|
|
|
$
|
286,000
|
|
|
253,000
|
|
|
|
Six Months Ended
|
||||||||||||||||||
|
|
Homes
|
|
Dollar Value (In thousands)
|
|
Average Sales Price
|
||||||||||||||
|
|
May 31,
|
|
May 31,
|
|
May 31,
|
||||||||||||||
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|
2013
|
|
2012
|
||||||||
|
East
|
1,872
|
|
|
1,239
|
|
|
$
|
482,086
|
|
|
268,866
|
|
|
$
|
258,000
|
|
|
217,000
|
|
|
Central
|
531
|
|
|
333
|
|
|
133,158
|
|
|
75,630
|
|
|
251,000
|
|
|
227,000
|
|
||
|
West
|
921
|
|
|
537
|
|
|
268,625
|
|
|
166,280
|
|
|
292,000
|
|
|
310,000
|
|
||
|
Southeast Florida
|
458
|
|
|
312
|
|
|
141,498
|
|
|
90,105
|
|
|
309,000
|
|
|
289,000
|
|
||
|
Houston
|
251
|
|
|
122
|
|
|
71,164
|
|
|
26,645
|
|
|
284,000
|
|
|
218,000
|
|
||
|
Other
|
406
|
|
|
82
|
|
|
143,377
|
|
|
34,977
|
|
|
353,000
|
|
|
427,000
|
|
||
|
Total
|
4,439
|
|
|
2,625
|
|
|
$
|
1,239,908
|
|
|
662,503
|
|
|
$
|
279,000
|
|
|
252,000
|
|
|
(3)
|
Deliveries from new higher margin communities represent deliveries from communities where land was acquired subsequent to November 30, 2008, and is a subset of the deliveries included in the preceding deliveries table.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(Dollars in thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Revenues
|
$
|
119,096
|
|
|
88,595
|
|
|
214,976
|
|
|
156,810
|
|
|
Costs and expenses
|
89,924
|
|
|
70,615
|
|
|
169,702
|
|
|
130,580
|
|
|
|
Operating earnings
|
$
|
29,172
|
|
|
17,980
|
|
|
45,274
|
|
|
26,230
|
|
|
Dollar value of mortgages originated
|
$
|
1,417,000
|
|
|
976,000
|
|
|
2,605,000
|
|
|
1,719,000
|
|
|
Number of mortgages originated
|
6,000
|
|
|
4,500
|
|
|
11,100
|
|
|
8,000
|
|
|
|
Mortgage capture rate of Lennar homebuyers
|
79
|
%
|
|
77
|
%
|
|
79
|
%
|
|
77
|
%
|
|
|
Number of title and closing service transactions
|
28,200
|
|
|
26,900
|
|
|
53,700
|
|
|
49,500
|
|
|
|
Number of title policies issued
|
50,600
|
|
|
34,300
|
|
|
91,800
|
|
|
61,600
|
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Revenues
|
$
|
25,684
|
|
|
33,472
|
|
|
51,306
|
|
|
65,680
|
|
|
Costs and expenses
|
28,305
|
|
|
30,198
|
|
|
60,076
|
|
|
63,568
|
|
|
|
Rialto Investments equity in earnings from unconsolidated entities
|
4,505
|
|
|
5,569
|
|
|
10,678
|
|
|
24,027
|
|
|
|
Rialto Investments other income (expense), net
|
6,646
|
|
|
(1,372
|
)
|
|
7,973
|
|
|
(13,612
|
)
|
|
|
Operating earnings (1)
|
$
|
8,530
|
|
|
7,471
|
|
|
9,881
|
|
|
12,527
|
|
|
(1)
|
Operating earnings for the three and
six months ended May 31, 2013
include net earnings attributable to noncontrolling interests of
$5.7 million
and
$5.4 million
, respectively. Operating earnings for the three and
six months ended May 31, 2012
include net earnings (loss) attributable to noncontrolling interests of
$3.2 million
, and
($1.2) million
, respectively.
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Realized gains on REO sales, net
|
$
|
18,535
|
|
|
8,397
|
|
|
27,206
|
|
|
8,439
|
|
|
Unrealized loss on transfer of loans receivable to REO, net
|
(6,980
|
)
|
|
(3,185
|
)
|
|
(6,310
|
)
|
|
(1,233
|
)
|
|
|
REO expenses
|
(10,348
|
)
|
|
(10,649
|
)
|
|
(22,904
|
)
|
|
(28,723
|
)
|
|
|
Rental income
|
5,439
|
|
|
4,065
|
|
|
9,981
|
|
|
7,905
|
|
|
|
Rialto Investments other income (expense), net
|
$
|
6,646
|
|
|
(1,372
|
)
|
|
7,973
|
|
|
(13,612
|
)
|
|
(Dollars in thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|
May 31,
2012 |
||||
|
Lennar Homebuilding debt
|
$
|
4,538,344
|
|
|
4,005,051
|
|
|
3,469,616
|
|
|
Stockholders’ equity
|
3,585,602
|
|
|
3,414,764
|
|
|
3,177,378
|
|
|
|
Total capital
|
$
|
8,123,946
|
|
|
7,419,815
|
|
|
6,646,994
|
|
|
Lennar Homebuilding debt to total capital
|
55.9
|
%
|
|
54.0
|
%
|
|
52.2
|
%
|
|
|
Lennar Homebuilding debt
|
$
|
4,538,344
|
|
|
4,005,051
|
|
|
3,469,616
|
|
|
Less: Lennar Homebuilding cash and cash equivalents
|
727,505
|
|
|
1,146,867
|
|
|
667,111
|
|
|
|
Net Lennar Homebuilding debt
|
$
|
3,810,839
|
|
|
2,858,184
|
|
|
2,802,505
|
|
|
Net Lennar Homebuilding debt to total capital (1)
|
51.5
|
%
|
|
45.6
|
%
|
|
46.9
|
%
|
|
|
(1)
|
Net Lennar Homebuilding debt to total capital is a non-GAAP financial measure defined as net Lennar Homebuilding debt (Lennar Homebuilding debt less Lennar Homebuilding cash and cash equivalents) divided by total capital (net Lennar Homebuilding debt plus total stockholders' equity). The Company believes the ratio of Net Lennar Homebuilding debt to total capital is a relevant and useful financial measure to investors in understanding the leverage employed in our Lennar Homebuilding operations. However, because Net Lennar Homebuilding debt to total capital is not calculated in accordance with GAAP, this financial measure should not be considered in isolation or as an alternative to financial measures prescribed by GAAP. Rather, this non-GAAP financial measure should be used to supplement the Company's GAAP results.
|
|
(Dollars in thousands)
|
Covenant Level
|
|
Level Achieved as of May 31, 2013
|
|||
|
Minimum net worth test (1)
|
$
|
1,848,263
|
|
|
2,673,954
|
|
|
Maximum leverage ratio (2)
|
67.0
|
%
|
|
53.2
|
%
|
|
|
Liquidity test (3)
|
1.00
|
|
|
3.14
|
|
|
|
(1)
|
The minimum consolidated tangible net worth and the consolidated tangible net worth as calculated per the Agreement are as follows:
|
|
Minimum consolidated tangible net worth
|
|
||
|
(Dollars in thousands)
|
As of May 31, 2013
|
||
|
Stated minimum consolidated tangible net worth per the Agreement
|
$
|
1,459,657
|
|
|
Plus: 50% of cumulative consolidated net income as calculated per the Agreement, if positive
|
388,606
|
|
|
|
Required minimum consolidated tangible net worth per the Agreement
|
$
|
1,848,263
|
|
|
Consolidated tangible net worth
|
|
||
|
(Dollars in thousands)
|
As of May 31, 2013
|
||
|
Total equity
|
$
|
4,044,839
|
|
|
Less: Intangible assets (a)
|
(51,971
|
)
|
|
|
Tangible net worth as calculated per the Agreement
|
3,992,868
|
|
|
|
Less: Consolidated equity of mortgage banking, Rialto and other designated subsidiaries (b)
|
(1,315,325
|
)
|
|
|
Less: Lennar Homebuilding noncontrolling interests
|
(3,589
|
)
|
|
|
Consolidated tangible net worth as calculated per the Agreement
|
$
|
2,673,954
|
|
|
(a)
|
Intangible assets represent the Financial Services' title operations goodwill and title plant assets.
|
|
(b)
|
Consolidated equity of mortgage banking subsidiaries represents the equity of the Lennar Financial Services segment's mortgage banking operations. Consolidated equity of other designated subsidiaries represents the equity of certain subsidiaries included within the Lennar Financial Services segment's title operations that are prohibited from being guarantors under this Agreement. The consolidated equity of Rialto, as calculated per the Agreement, represents Rialto total assets minus Rialto total liabilities as disclosed in Note 8 of the notes to our condensed consolidated financial statements as of
May 31, 2013
. The consolidated equity of mortgage banking subsidiaries, Rialto and other designated subsidiaries are included in equity in our condensed consolidated balance sheet as of
May 31, 2013
.
|
|
(2)
|
The leverage ratio as calculated per the Agreement is as follows:
|
|
Leverage ratio:
|
|
||
|
(Dollars in thousands)
|
As of May 31, 2013
|
||
|
Lennar Homebuilding senior notes and other debts payable
|
$
|
4,538,344
|
|
|
Less: Debt of Lennar Homebuilding consolidated entities (a)
|
(206,697
|
)
|
|
|
Funded debt as calculated per the Agreement
|
4,331,647
|
|
|
|
Plus: Financial letters of credit (b)
|
202,059
|
|
|
|
Plus: Lennar's recourse exposure related to Lennar Homebuilding unconsolidated/consolidated entities, net (c)
|
72,930
|
|
|
|
Consolidated indebtedness as calculated per the Agreement
|
4,606,636
|
|
|
|
Less: Unrestricted cash and cash equivalents in excess of required liquidity per the Agreement (d)
|
(733,863
|
)
|
|
|
Numerator as calculated per the Agreement
|
$
|
3,872,773
|
|
|
Denominator as calculated per the Agreement
|
$
|
7,280,590
|
|
|
Leverage ratio (e)
|
53.2
|
%
|
|
|
(a)
|
Debt of our Lennar Homebuilding consolidated entities is included in Lennar Homebuilding senior notes and other debts payable in our condensed consolidated balance sheet as of
May 31, 2013
.
|
|
(b)
|
Our financial letters of credit outstanding include
$201.5 million
disclosed in Note 11 of the notes to our condensed consolidated financial statements as of
May 31, 2013
and $0.6 million of financial letters of credit related to the Financial Services segment's title operations.
|
|
(c)
|
Lennar's recourse exposure related to the Lennar Homebuilding unconsolidated and consolidated entities, net includes
$39.0 million
of net recourse exposure related to Lennar Homebuilding unconsolidated entities and $33.9 million of recourse exposure related to Lennar Homebuilding consolidated entities, which is included in Lennar Homebuilding senior notes and other debts payable in our condensed consolidated balance sheet as of
May 31, 2013
.
|
|
(d)
|
Unrestricted cash and cash equivalents include
$727.5 million
of Lennar Homebuilding cash and cash equivalents and $16.4 million of Lennar Financial Services cash and cash equivalents, excluding cash and cash equivalents from mortgage banking subsidiaries and other designated subsidiaries within the Lennar Financial Services segment.
|
|
(e)
|
Leverage ratio consists of the numerator as calculated per the Agreement divided by the denominator as calculated per the Agreement (consolidated indebtedness as calculated per the Agreement, plus consolidated tangible net worth as calculated per the Agreement).
|
|
(3)
|
Liquidity as calculated per the Agreement is as follows:
|
|
Liquidity test
|
|
||
|
(Dollars in thousands)
|
As of May 31, 2013
|
||
|
Unrestricted cash and cash equivalents as calculated per the Agreement (a)
|
$
|
733,765
|
|
|
Consolidated interest incurred as calculated per the Agreement (b)
|
$
|
233,587
|
|
|
Liquidity (c)
|
3.14
|
|
|
|
(a)
|
Unrestricted cash and cash and cash equivalents at
May 31, 2013
for the liquidity test calculation includes
$727.5 million
of Lennar Homebuilding cash and cash equivalents plus $16.4 million of Lennar Financial Services cash and cash equivalents, excluding cash and cash equivalents from mortgage banking subsidiaries and other designated subsidiaries within the Lennar Financial Services segment, minus $10.1 million of cash and cash equivalents of Lennar Homebuilding consolidated joint ventures.
|
|
(b)
|
Consolidated interest incurred as calculated per the Agreement for the last twelve months ended
May 31, 2013
includes Lennar Homebuilding interest incurred of $241.3 million, minus (1) interest incurred related to our partner's share of Lennar Homebuilding consolidated joint ventures included within Lennar Homebuilding interest incurred, (2) Lennar Homebuilding interest income included within Lennar Homebuilding other income, net, and (3) Lennar Financial Services interest income, excluding interest income from mortgage banking subsidiaries and other designated subsidiaries within the Lennar Financial Services operations.
|
|
(c)
|
We are only required to maintain either (1) liquidity in an amount equal to or greater than 1.00x consolidated interest incurred for the last twelve months then ended or (2) an interest coverage ratio of equal to or greater
|
|
|
Three Months Ended
|
|
At or for the Six Months Ended
|
|||||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||||
|
(Dollars in thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||||
|
Revenues
|
$
|
179,790
|
|
|
70,869
|
|
|
261,014
|
|
|
153,513
|
|
||
|
Costs and expenses
|
127,985
|
|
|
94,288
|
|
|
209,622
|
|
|
177,710
|
|
|||
|
Other income
|
—
|
|
|
—
|
|
|
13,361
|
|
|
—
|
|
|||
|
Net earnings (loss) of unconsolidated entities
|
$
|
51,805
|
|
|
(23,419
|
)
|
|
64,753
|
|
—
|
|
(24,197
|
)
|
|
|
Our share of net earnings (loss)
|
$
|
12,712
|
|
|
(10,363
|
)
|
|
14,097
|
|
|
(9,756
|
)
|
||
|
Lennar Homebuilding equity in earnings (loss) from unconsolidated entities
|
$
|
13,461
|
|
|
(9,381
|
)
|
|
12,594
|
|
|
(8,298
|
)
|
||
|
Our cumulative share of net earnings - deferred at May 31, 2013 and 2012, respectively
|
|
|
|
|
$
|
2,463
|
|
|
2,081
|
|
||||
|
Our investments in unconsolidated entities
|
|
|
|
|
$
|
729,876
|
|
|
566,576
|
|
||||
|
Equity of the unconsolidated entities
|
|
|
|
|
$
|
2,660,382
|
|
|
2,110,908
|
|
||||
|
Our investment % in the unconsolidated entities
|
|
|
|
|
|
|
27
|
%
|
|
27
|
%
|
|||
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets:
|
|
|
|
|||
|
Cash and cash equivalents
|
$
|
145,729
|
|
|
157,340
|
|
|
Inventories
|
3,138,835
|
|
|
2,792,064
|
|
|
|
Other assets
|
220,166
|
|
|
250,940
|
|
|
|
|
$
|
3,504,730
|
|
|
3,200,344
|
|
|
Liabilities and equity:
|
|
|
|
|||
|
Accounts payable and other liabilities
|
$
|
256,106
|
|
|
310,496
|
|
|
Debt
|
588,242
|
|
|
759,803
|
|
|
|
Equity
|
2,660,382
|
|
|
2,130,045
|
|
|
|
|
$
|
3,504,730
|
|
|
3,200,344
|
|
|
(Dollars in thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Debt
|
$
|
588,242
|
|
|
759,803
|
|
|
Equity
|
2,660,382
|
|
|
2,130,045
|
|
|
|
Total capital
|
$
|
3,248,624
|
|
|
2,889,848
|
|
|
Debt to total capital of our unconsolidated entities
|
18.1
|
%
|
|
26.3
|
%
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Land development
|
$
|
534,718
|
|
|
493,917
|
|
|
Homebuilding
|
195,158
|
|
|
71,443
|
|
|
|
Total investments
|
$
|
729,876
|
|
|
565,360
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Several recourse debt - repayment
|
$
|
37,526
|
|
|
48,020
|
|
|
Joint and several recourse debt - repayment
|
15,000
|
|
|
18,695
|
|
|
|
Lennar’s maximum recourse exposure
|
52,526
|
|
|
66,715
|
|
|
|
Less: joint and several reimbursement agreements with our partners
|
(13,500
|
)
|
|
(16,826
|
)
|
|
|
Lennar’s net recourse exposure
|
$
|
39,026
|
|
|
49,889
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets
|
$
|
1,744,264
|
|
|
1,843,163
|
|
|
Liabilities
|
$
|
602,333
|
|
|
765,295
|
|
|
Equity
|
$
|
1,141,931
|
|
|
1,077,868
|
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Lennar’s net recourse exposure
|
$
|
39,026
|
|
|
49,889
|
|
|
Reimbursement agreements from partners
|
13,500
|
|
|
16,826
|
|
|
|
Lennar’s maximum recourse exposure
|
$
|
52,526
|
|
|
66,715
|
|
|
Non-recourse bank debt and other debt (partner’s share of several recourse)
|
$
|
87,009
|
|
|
114,900
|
|
|
Non-recourse land seller debt or other debt
|
18,457
|
|
|
26,340
|
|
|
|
Non-recourse debt with completion guarantees
|
347,500
|
|
|
458,418
|
|
|
|
Non-recourse debt without completion guarantees
|
82,750
|
|
|
93,430
|
|
|
|
Non-recourse debt to Lennar
|
535,716
|
|
|
693,088
|
|
|
|
Total debt
|
$
|
588,242
|
|
|
759,803
|
|
|
Lennar’s maximum recourse exposure as a % of total JV debt
|
9
|
%
|
|
9
|
%
|
|
|
|
Principal Maturities of Unconsolidated JVs by Period
|
||||||||||||||||
|
(In thousands)
|
Total JV
Debt
|
|
2013
|
|
2014
|
|
2015
|
|
Thereafter
|
|
Other
Debt (1)
|
||||||
|
Net recourse debt to Lennar
|
39,026
|
|
|
4,615
|
|
|
13,717
|
|
|
1,500
|
|
|
19,194
|
|
|
—
|
|
|
Reimbursement agreements
|
13,500
|
|
|
—
|
|
|
—
|
|
|
13,500
|
|
|
—
|
|
|
—
|
|
|
Maximum recourse debt exposure to
Lennar
|
52,526
|
|
|
4,615
|
|
|
13,717
|
|
|
15,000
|
|
|
19,194
|
|
|
—
|
|
|
Debt without recourse to Lennar
|
535,716
|
|
|
10,301
|
|
|
45,079
|
|
|
44,255
|
|
|
414,108
|
|
|
21,973
|
|
|
Total
|
588,242
|
|
|
14,916
|
|
|
58,796
|
|
|
59,255
|
|
|
433,302
|
|
|
21,973
|
|
|
(1)
|
Represents land seller debt and other debt.
|
|
(Dollars in thousands)
|
Total JV
Assets
|
|
Maximum
Recourse
Debt
Exposure
to Lennar
|
|
Reimbursement
Agreements
|
|
Net
Recourse
Debt to
Lennar
|
|
Total
Debt
Without
Recourse
to
Lennar
|
|
Total JV
Debt
|
|
Total JV
Equity
|
|
JV
Debt to
Total
Capital
Ratio
|
|
Remaining
Homes/
Homesites
in JV
|
|||||||||||
|
Partner Type:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Financial
|
$
|
2,654,662
|
|
|
32,563
|
|
|
13,500
|
|
|
19,063
|
|
|
380,705
|
|
|
413,268
|
|
|
2,002,838
|
|
|
17
|
%
|
|
39,831
|
|
|
|
Land Owners/Developers
|
399,685
|
|
|
17,125
|
|
|
—
|
|
|
17,125
|
|
|
80,837
|
|
|
97,962
|
|
|
287,683
|
|
|
25
|
%
|
|
14,377
|
|
||
|
Strategic
|
168,736
|
|
|
1,838
|
|
|
—
|
|
|
1,838
|
|
|
28,428
|
|
|
30,266
|
|
|
134,459
|
|
|
18
|
%
|
|
2,006
|
|
||
|
Other Builders
|
281,647
|
|
|
1,000
|
|
|
—
|
|
|
1,000
|
|
|
23,773
|
|
|
24,773
|
|
|
235,402
|
|
|
10
|
%
|
|
4,483
|
|
||
|
Total
|
$
|
3,504,730
|
|
|
52,526
|
|
|
13,500
|
|
|
39,026
|
|
|
513,743
|
|
|
566,269
|
|
|
2,660,382
|
|
|
18
|
%
|
|
60,697
|
|
|
|
Land seller debt and other debt
|
|
|
$
|
—
|
|
|
—
|
|
|
—
|
|
|
21,973
|
|
|
21,973
|
|
|
|
|
|
|
|
|||||
|
Total JV debt
|
|
|
$
|
52,526
|
|
|
13,500
|
|
|
39,026
|
|
|
535,716
|
|
|
588,242
|
|
|
|
|
|
|
|
|||||
|
(Dollars in thousands)
|
Lennar’s
Investment
|
|
Total JV
Assets
|
|
Maximum
Recourse
Debt
Exposure
to Lennar
|
|
Reimbursement
Agreements
|
|
Net
Recourse
Debt to
Lennar
|
|
Total
Debt
Without
Recourse
to
Lennar
|
|
Total JV
Debt
|
|
Total JV
Equity
|
|
JV
Debt to
Total
Capital
Ratio
|
|||||||||||
|
Top Ten JVs (1):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
|
Heritage Fields El Toro
|
$
|
158,157
|
|
|
1,446,081
|
|
|
17,564
|
|
|
—
|
|
|
17,564
|
|
|
365,023
|
|
|
382,587
|
|
|
956,023
|
|
|
29
|
%
|
|
|
Shipyard Communities (Hunters Point) (2)
|
125,044
|
|
|
401,566
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
400,000
|
|
|
—
|
%
|
||
|
Central Park West Holdings
|
56,135
|
|
|
78,745
|
|
|
15,000
|
|
|
13,500
|
|
|
1,500
|
|
|
15,681
|
|
|
30,681
|
|
|
46,813
|
|
|
40
|
%
|
||
|
Newhall Land Development
|
48,358
|
|
|
398,424
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
284,147
|
|
|
—
|
%
|
||
|
Ballpark Village
|
43,686
|
|
|
133,282
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46,910
|
|
|
46,910
|
|
|
85,863
|
|
|
35
|
%
|
||
|
Runkle Canyon
|
38,430
|
|
|
78,097
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
76,860
|
|
|
—
|
%
|
||
|
MS Rialto Residential Holdings
|
33,726
|
|
|
257,413
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
251,896
|
|
|
—
|
%
|
||
|
LS College Park
|
29,640
|
|
|
57,989
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
56,701
|
|
|
—
|
%
|
||
|
Treasure Island Community Development
|
27,652
|
|
|
56,897
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
55,334
|
|
|
—
|
%
|
||
|
Rocking Horse Partners
|
20,624
|
|
|
47,734
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,668
|
|
|
5,668
|
|
|
41,237
|
|
|
12
|
%
|
||
|
10 largest JV investments
|
581,452
|
|
|
2,956,228
|
|
|
32,564
|
|
|
13,500
|
|
|
19,064
|
|
|
433,282
|
|
|
465,846
|
|
|
2,254,874
|
|
|
17
|
%
|
||
|
Other JVs
|
148,424
|
|
|
548,502
|
|
|
19,962
|
|
|
—
|
|
|
19,962
|
|
|
80,461
|
|
|
100,423
|
|
|
405,508
|
|
|
20
|
%
|
||
|
Total
|
$
|
729,876
|
|
|
3,504,730
|
|
|
52,526
|
|
|
13,500
|
|
|
39,026
|
|
|
513,743
|
|
|
566,269
|
|
|
2,660,382
|
|
|
18
|
%
|
|
|
Land seller debt and other debt
|
|
|
|
|
$
|
—
|
|
|
—
|
|
|
—
|
|
|
21,973
|
|
|
21,973
|
|
|
|
|
|
|||||
|
Total JV debt
|
|
|
|
|
$
|
52,526
|
|
|
13,500
|
|
|
39,026
|
|
|
535,716
|
|
|
588,242
|
|
|
|
|
|
|||||
|
(1)
|
All of the joint ventures presented in the table above operate in our Homebuilding West segment except for Rocking Horse Partners and Willow Springs Properties, which operate in our Homebuilding Central segment and MS Rialto Residential Holdings, which operates in all of our homebuilding segments and Homebuilding Other.
|
|
(2)
|
This joint venture is the new unconsolidated joint venture that was formed as a result of one of our consolidated joint ventures contributing certain assets to it that was discussed in the Results of Operations section.
|
|
|
% of
Total JV
Assets
|
|
% of Maximum
Recourse Debt
Exposure to Lennar
|
|
% of Net
Recourse
Debt to
Lennar
|
|
% of Total Debt
Without Recourse to
Lennar
|
|
% of
Total JV
Equity
|
|||||
|
10 largest JVs
|
84
|
%
|
|
62
|
%
|
|
49
|
%
|
|
84
|
%
|
|
85
|
%
|
|
Other JVs
|
16
|
%
|
|
38
|
%
|
|
51
|
%
|
|
16
|
%
|
|
15
|
%
|
|
Total
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
100
|
%
|
|
(In thousands)
|
May 31,
2013 |
|
November 30,
2012 |
|||
|
Assets:
|
|
|
|
|||
|
Cash and cash equivalents
|
$
|
158,341
|
|
|
299,172
|
|
|
Loans receivable
|
425,562
|
|
|
361,286
|
|
|
|
Real estate owned
|
217,280
|
|
|
161,964
|
|
|
|
Investment securities
|
282,596
|
|
|
182,399
|
|
|
|
Investments in real estate partnerships
|
107,272
|
|
|
72,903
|
|
|
|
Other assets
|
188,618
|
|
|
199,839
|
|
|
|
|
$
|
1,379,669
|
|
|
1,277,563
|
|
|
Liabilities and equity:
|
|
|
|
|||
|
Accounts payable and other liabilities
|
$
|
162,470
|
|
|
155,928
|
|
|
Notes payable
|
294,191
|
|
|
120,431
|
|
|
|
Partner loans
|
163,940
|
|
|
163,516
|
|
|
|
Equity
|
759,068
|
|
|
837,688
|
|
|
|
|
$
|
1,379,669
|
|
|
1,277,563
|
|
|
|
Three Months Ended
|
|
Six Months Ended
|
|||||||||
|
|
May 31,
|
|
May 31,
|
|||||||||
|
(In thousands)
|
2013
|
|
2012
|
|
2013
|
|
2012
|
|||||
|
Revenues
|
$
|
65,956
|
|
|
119,123
|
|
|
119,299
|
|
|
241,528
|
|
|
Costs and expenses
|
65,595
|
|
|
51,996
|
|
|
124,709
|
|
|
103,181
|
|
|
|
Other income, net (1)
|
38,786
|
|
|
37,335
|
|
|
94,787
|
|
|
303,775
|
|
|
|
Net earnings of unconsolidated entities
|
$
|
39,147
|
|
|
104,462
|
|
|
89,377
|
|
|
442,122
|
|
|
Rialto Investments equity in earnings from unconsolidated entities
|
$
|
4,505
|
|
|
5,569
|
|
|
10,678
|
|
|
24,027
|
|
|
(1)
|
Other income, net, for the three and
six months ended May 31, 2013
and
2012
includes the AB PPIP Fund’s mark-to-market unrealized gains and unrealized losses, all of which our portion was a small percentage.
|
|
|
Controlled Homesites
|
|
|
|
|
|||||||||
|
May 31, 2013
|
Optioned
|
|
JVs
|
|
Total
|
|
Owned
Homesites
|
|
Total
Homesites
|
|||||
|
East
|
6,379
|
|
|
238
|
|
|
6,617
|
|
|
37,270
|
|
|
43,887
|
|
|
Central
|
3,659
|
|
|
1,170
|
|
|
4,829
|
|
|
18,722
|
|
|
23,551
|
|
|
West
|
2,897
|
|
|
5,750
|
|
|
8,647
|
|
|
30,845
|
|
|
39,492
|
|
|
Southeast Florida
|
1,973
|
|
|
326
|
|
|
2,299
|
|
|
8,366
|
|
|
10,665
|
|
|
Houston
|
1,279
|
|
|
253
|
|
|
1,532
|
|
|
12,052
|
|
|
13,584
|
|
|
Other
|
894
|
|
|
23
|
|
|
917
|
|
|
6,524
|
|
|
7,441
|
|
|
Total homesites
|
17,081
|
|
|
7,760
|
|
|
24,841
|
|
|
113,779
|
|
|
138,620
|
|
|
|
Controlled Homesites
|
|
|
|
|
|||||||||
|
May 31, 2012
|
Optioned
|
|
JVs
|
|
Total
|
|
Owned
Homesites
|
|
Total
Homesites
|
|||||
|
East
|
3,614
|
|
|
339
|
|
|
3,953
|
|
|
33,886
|
|
|
37,839
|
|
|
Central
|
1,560
|
|
|
1,191
|
|
|
2,751
|
|
|
16,270
|
|
|
19,021
|
|
|
West
|
1,055
|
|
|
6,240
|
|
|
7,295
|
|
|
27,943
|
|
|
35,238
|
|
|
Southeast Florida
|
791
|
|
|
396
|
|
|
1,187
|
|
|
8,334
|
|
|
9,521
|
|
|
Houston
|
4,236
|
|
|
292
|
|
|
4,528
|
|
|
9,814
|
|
|
14,342
|
|
|
Other
|
90
|
|
|
67
|
|
|
157
|
|
|
5,399
|
|
|
5,556
|
|
|
Total homesites
|
11,346
|
|
|
8,525
|
|
|
19,871
|
|
|
101,646
|
|
|
121,517
|
|
|
|
Payments Due by Period
|
|||||||||||||||||
|
(In thousands)
|
Total
|
|
Six Months ending November 30, 2013
|
|
December 1, 2013 through November 30, 2014
|
|
December 1, 2014 through November 30, 2016
|
|
December 1, 2016 through November 30, 2018
|
|
Thereafter
|
|||||||
|
Lennar Homebuilding - Senior notes and other debts payable
|
$
|
4,538,344
|
|
|
154,518
|
|
|
388,222
|
|
|
941,366
|
|
|
1,090,638
|
|
|
1,963,600
|
|
|
Lennar Financial Services - Notes and other
debts payable
|
334,741
|
|
|
334,741
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Interest commitments under interest
bearing debt (1)
|
1,087,362
|
|
|
114,185
|
|
|
218,080
|
|
|
353,520
|
|
|
210,469
|
|
|
191,108
|
|
|
|
Rialto Investments - Notes payable (2)
|
259,883
|
|
|
1,871
|
|
|
191,496
|
|
|
64,035
|
|
|
2,326
|
|
|
155
|
|
|
|
Operating leases
|
110,546
|
|
|
14,934
|
|
|
25,375
|
|
|
32,582
|
|
|
18,769
|
|
|
18,886
|
|
|
|
Other contractual obligation (3)
|
166,364
|
|
|
116,364
|
|
|
50,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
Total contractual obligations (4)
|
$
|
6,497,240
|
|
|
736,613
|
|
|
873,173
|
|
|
1,391,503
|
|
|
1,322,202
|
|
|
2,173,749
|
|
|
(1)
|
Interest commitments on variable interest-bearing debt are determined based on the interest rate as of
May 31, 2013
.
|
|
(2)
|
Amount includes
$156.0 million
of notes payable that was consolidated as part of the LLC consolidation related to the FDIC transaction and is non-recourse to Lennar; however,
$37.9 million
of cash collections on loans in excess of expenses had been deposited in a defeasance account established for the repayment of the FDIC notes payable.
|
|
(3)
|
Includes $66.4 million of commitments to fund Rialto segment's Fund II and $100 million of commitments to fund a new unconsolidated entity for further expenses up until the unconsolidated entity obtains permanent financing.
|
|
(4)
|
Total contractual obligations excludes our gross unrecognized tax benefits of
$8.8 million
as of
May 31, 2013
because we are unable to make reasonable estimates as to the period of cash settlement with the respective taxing authorities.
|
|
|
Six Months Ending November 30,
|
|
Years Ending November 30,
|
|
|
|
|
|
Fair Value at May 31,
|
||||||||||||||||||
|
(Dollars in millions)
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
|
2018
|
|
Thereafter
|
|
Total
|
|
2013
|
||||||||||
|
LIABILITIES:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Lennar Homebuilding:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Senior Notes and
other debts payable
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Fixed rate
|
$
|
42.9
|
|
|
319.1
|
|
|
516.3
|
|
|
257.9
|
|
|
396.9
|
|
|
650.8
|
|
|
1,963.6
|
|
|
4,147.5
|
|
|
5,226.1
|
|
|
Average interest rate
|
3.8
|
%
|
|
4.8
|
%
|
|
5.5
|
%
|
|
6.4
|
%
|
|
12.2
|
%
|
|
5.6
|
%
|
|
3.6
|
%
|
|
5.2
|
%
|
|
—
|
|
|
|
Variable rate
|
$
|
111.6
|
|
|
69.1
|
|
|
98.3
|
|
|
68.8
|
|
|
43.0
|
|
|
—
|
|
|
—
|
|
|
390.8
|
|
|
411.7
|
|
|
Average interest rate
|
1.4
|
%
|
|
3.2
|
%
|
|
3.2
|
%
|
|
3.1
|
%
|
|
3.2
|
%
|
|
—
|
|
|
—
|
|
|
2.7
|
%
|
|
—
|
|
|
|
Lennar Financial Services:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Variable rate
|
$
|
334.7
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
334.7
|
|
|
334.7
|
|
|
Average interest rate
|
2.6
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2.6
|
%
|
|
—
|
|
|
|
Rialto Investments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
Fixed rate (1)
|
$
|
1.9
|
|
|
158.5
|
|
|
1.2
|
|
|
4.8
|
|
|
1.2
|
|
|
1.2
|
|
|
0.2
|
|
|
169.0
|
|
|
167.7
|
|
|
Average interest rate
|
6.4
|
%
|
|
0.1
|
%
|
|
6.0
|
%
|
|
6.2
|
%
|
|
5.9
|
%
|
|
5.9
|
%
|
|
6.0
|
%
|
|
0.5
|
%
|
|
—
|
|
|
|
Variable rate
|
$
|
—
|
|
|
33.0
|
|
|
57.9
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
90.9
|
|
|
85.1
|
|
|
Average interest rate
|
—
|
|
|
4.5
|
%
|
|
4.5
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4.5
|
%
|
|
—
|
|
|
|
(1)
|
Amount includes
$156.0 million
of notes payable that was consolidated as part of the LLC consolidation related to the FDIC transaction and is non-recourse to Lennar; however,
$37.9 million
of cash collections on loans in excess of expenses had been deposited in a defeasance account established for the repayment of the FDIC notes payable.
|
|
31.1.
|
Rule 13a-14(a) certification by Stuart A. Miller, Chief Executive Officer.
|
|
31.2.
|
Rule 13a-14(a) certification by Bruce E. Gross, Vice President and Chief Financial Officer.
|
|
32.
|
Section 1350 certifications by Stuart A. Miller, Chief Executive Officer, and Bruce E. Gross, Vice President and Chief Financial Officer.
|
|
101.
|
The following financial statements from Lennar Corporation Quarterly Report on Form 10-Q for the quarter ended May 31, 2013, filed on July 10, 2013, were formatted in XBRL (Extensible Business Reporting Language); (i) Condensed Consolidated Balance Sheets, (ii) Condensed Consolidated Statements of Operations, (iii) Condensed Consolidated Statements of Cash Flows and (iv) the Notes to Condensed Consolidated Financial Statements.*
|
|
|
|
Lennar Corporation
|
|
|
|
(Registrant)
|
|
|
|
|
|
Date: July 10, 2013
|
|
/s/ Bruce E. Gross
|
|
|
|
Bruce E. Gross
|
|
|
|
Vice President and Chief Financial Officer
|
|
|
|
|
|
Date: July 10, 2013
|
|
/s/ David M. Collins
|
|
|
|
David M. Collins
|
|
|
|
Controller
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|---|---|---|
Mr. Vagt has served as a director of KMI since 2012. He served as a director of EP from 2005 until we acquired it in 2012. Mr. Vagt joined the board of directors of EQT Corporation (NYSE: EQT) in July 2024. He previously served as the lead independent director of Equitrans Midstream Corp. (NYSE: ETRN) from 2018 until July 2024. Mr. Vagt also previously served as a member of the board of directors of EQT Corporation from 2017 until the separation of EQT Corporation and Equitrans Midstream Corp. in 2018. He served as Chairman of the board of directors of Rice Energy Inc. from 2014 until its acquisition by EQT Corporation in 2017. Mr. Vagt served as President of The Heinz Endowments from 2008 through 2014. Prior to that time, he served as President of Davidson College from 1997 to 2007. Mr. Vagt served as President and Chief Operating Officer of Seagull Energy Corporation from 1996 to 1997. From 1992 to 1996, he served as President, Chairman and Chief Executive Officer of Global Natural Resources. Mr. Vagt served as President and Chief Operating Officer of Adobe Resources Corporation from 1989 to 1992. Prior to 1989, he served in various positions with Adobe Resources Corporation and its predecessor entities. Mr. Vagt’s professional background in both the public and private sectors make him an important advisor and member of our Board. Mr. Vagt brings to our Board operations and management expertise in both the public and private sectors. In addition, Mr. Vagt provides our Board with a welcome diversity of perspective gained from his service as an executive officer of multiple energy companies, the president of a major charitable foundation and the president of an independent liberal arts college. | |||
Mr. Smith has served as a director of KMI since 2014. He served as a director of EPB GP from 2008 to 2014. From 2003 until his retirement as an active partner in 2012, Mr. Smith was a partner in Galway Group, L.P., an investment banking/energy advisory firm headquartered in Houston, Texas. In 2002, Mr. Smith retired from EP, where he was an Executive Vice President and Chairman of El Paso Merchant Energy’s Global Gas Group. Mr. Smith had a 29-year career with Sonat Inc. prior to its merger with EP in 1999. At the time of the merger, Mr. Smith was Executive Vice President and General Counsel. He previously served as Chairman and President of Southern Natural Gas Company and as Vice Chairman of Sonat Exploration Company. Mr. Smith served as a director of Eagle Rock Energy G&P LLC from 2004 until the sale of that company in 2015. Mr. Smith previously served on the board of directors of Maritrans Inc. until 2006. With over 40 years of experience in the energy industry, Mr. Smith brings to the Board a wealth of knowledge and understanding of our industry, including valuable legal and business expertise. His experience as an executive and attorney provides the Board with an important skill set and perspective. In addition, his experience on the board of directors of other domestic and international energy companies further augments his knowledge and experience. | |||
Mr. Shaper has served as a director of KMI since 2007. He was a director of KMR and KMGP from 2003 until 2013 and a director of EPB GP from 2012 until 2013. He served in various management roles for the Kinder Morgan companies from 2000 until 2013, when he retired as President. Mr. Shaper has been a director of Service Corporation International (NYSE: SCI) since May 2022. He was appointed Chairman of the Board of Sunnova Energy International (NYSE: NOVA) in March 2025, where he has served as a director since 2019 and serves as chair of its audit committee. From 2007 until August 2021, he served as a trust manager of Weingarten Realty Investors and as the chair of its compensation committee. Mr. Shaper was a member of the board of directors of Star Peak Energy Transition Corp. (NYSE: STPK) from August 2020 until its merger with Stem, Inc. in April 2021 and Star Peak Corp II (NYSE: STPC) from January 2021 until its merger with Benson Hill in September 2021, and he served as the chair of their respective audit, compensation and nominating and governance committees. Mr. Shaper’s previous experience as our President, and as an executive officer of various Kinder Morgan entities, provides him valuable management and operational expertise and intimate knowledge of our business operations, finances and strategy. | |||
Mr. Reichstetter has served as a director of KMI since 2014. He served as a director of EPB GP from 2007 until 2014. He has been a private investor since 2007. Mr. Reichstetter served as Managing Director of Lazard Freres from 2002 until his retirement in 2007. From 1998 to 2002, Mr. Reichstetter was a Managing Director with Dresdner Kleinwort Wasserstein, formerly Wasserstein Parella & Co. Mr. Reichstetter was a Managing Director with Merrill Lynch from 1993 until 1996. Prior to that time, Mr. Reichstetter worked as an investment banker in various positions at The First Boston Corporation from 1974 until 1993, becoming a managing director with that company in 1982. Mr. Reichstetter brings to the Board extensive experience in investment management and capital markets, as highlighted by his years of service at Lazard Freres, Dresdner Klienwort Wasserstein, Merrill Lynch and | |||
Mr. Hall has served as a director of KMI since 2012. Previously, he served as a director of EP from 2001 until the closing of our acquisition of EP in 2012. Mr. Hall has been engaged in the private practice of law since 2010. He previously served as Chief Administrative Officer of the City of Houston from 2004 to 2010 and as the City Attorney for the City of Houston from 1998 to 2004. Prior to 1998, Mr. Hall was a partner in the Houston law firm of Jackson Walker, LLP. Mr. Hall is the past Chairman of the Houston Endowment Inc. and served on its board of directors for 12 years. He is also Chairman of the Boulé Foundation. Mr. Hall’s extensive experience in both the public and private sectors, and his affiliations with many different business and philanthropic organizations, provides our Board with important insight from many perspectives. Mr. Hall’s more than 40 years of legal experience provides the Board with valuable guidance on governance issues and initiatives. As an African American, Mr. Hall also brings a diversity of experience and perspective that is welcomed by our Board. | |||
Mr. Gardner has served as a director of KMI since 2014. He served as a director of KMR and KMGP from 2011 until 2014, and he was a director of the predecessor of KMI from 1999 to 2007. Mr. Gardner has been a Managing Partner of Silverhawk Capital Partners since 2005. Mr. Gardner has served as a director of Incline Energy Partners, LP since 2015. He became chairman of the board of the general partner of CSI Compressco LP following its acquisition by Spartan Energy Partners in January 2021 and served in that role until CSI Compressco LP merged into Kodiak Gas Services in April 2024. Formerly, he served as a director of Encore Acquisition Company from 2001 to 2010, a director of Athlon Energy Inc. from 2013 to 2014, a director of Summit Materials Inc. from 2009 to May 2020, and a director of Spartan Energy Partners from 2010 until November 2021. We believe Mr. Gardner’s | |||
Ms. Chronis was elected as a director of KMI at the 2024 annual meeting of stockholders. She was a Senior Partner with Deloitte LLP until her retirement in June 2024. Ms. Chronis served as Deloitte’s Vice Chair and US Energy & Chemicals Industry Leader from January 2021 to January 2024 and as the Managing Partner of Deloitte’s Houston practice from February 2018 to January 2024. She joined Deloitte as a Partner in June 2002. Ms. Chronis has served on the board of directors of the Greater Houston Partnership since April 2018 and served as its chairman for 2021. She has served on the board of directors of Texas 2036, a nonpartisan data driven public policy think tank, since September 2019. Ms. Chronis is a CPA, status retired, licensed in the State of Texas and is NACD (National Association of Corporate Directors) certified. Ms. Chronis has over 30 years of experience as a finance and public accounting executive focusing on the energy, chemicals, technology and manufacturing industries. In addition to her financial and accounting expertise and knowledge of the energy industry, she brings to the Board notable expertise in executive leadership, strategic planning, business transformation, technology, sustainability and enterprise risk management. Ms. Chronis also provides a diverse perspective that is important to our Board. |
| Name and Principal Position | Year |
Salary
($)
|
Bonus
($) |
Stock
Awards
($)
|
Non-Equity
Incentive
Plan
Compensation
($)
|
Change in
Pension
Value
($)
|
All
Other
Comp-ensation
($)
|
Total
($) |
||||||||||||||||||||||||||||||||||||||||||
|
Kimberly A. Dang
Chief Executive Officer
|
2024 | 500,000 | — | 11,000,015 | — | 16,917 | 17,250 | 11,534,182 | ||||||||||||||||||||||||||||||||||||||||||
| 2023 | 498,077 | — | 11,000,016 | 850,000 | 40,917 | 16,500 | 12,405,510 | |||||||||||||||||||||||||||||||||||||||||||
| 2022 | 473,077 | — | 5,000,011 | 1,400,000 | — | 15,250 | 6,888,338 | |||||||||||||||||||||||||||||||||||||||||||
|
David P. Michels
Vice President and Chief Financial Officer
|
2024 | 500,000 | — | 2,400,019 | 735,000 | 7,912 | 17,250 | 3,660,181 | ||||||||||||||||||||||||||||||||||||||||||
| 2023 | 498,077 | — | 2,100,004 | 735,000 | 27,197 | 16,500 | 3,376,778 | |||||||||||||||||||||||||||||||||||||||||||
| 2022 | 473,077 | — | 1,500,015 | 750,000 | — | 15,250 | 2,738,342 | |||||||||||||||||||||||||||||||||||||||||||
|
Sital K. Mody
Vice President (President, Natural Gas Pipelines)
|
2024 | 500,000 | — | 2,400,019 | 1,050,000 | 15,834 | 17,250 | 3,983,103 | ||||||||||||||||||||||||||||||||||||||||||
|
Dax A. Sanders
Vice President (President, Products Pipelines)
|
2024 | 500,000 | — | 2,400,019 | 725,000 | 11,245 | 17,250 | 3,653,514 | ||||||||||||||||||||||||||||||||||||||||||
| 2023 | 498,077 | — | 2,250,012 | 675,000 | 37,380 | 16,500 | 3,476,969 | |||||||||||||||||||||||||||||||||||||||||||
| 2022 | 473,077 | — | 1,875,002 | 688,000 | — | 15,250 | 3,051,329 | |||||||||||||||||||||||||||||||||||||||||||
|
John W. Schlosser
Vice President (President, Terminals)
|
2024 | 500,000 | — | 2,400,012 | 725,000 | 27,503 | 45,118 | 3,697,633 | ||||||||||||||||||||||||||||||||||||||||||
Customers
| Customer name | Ticker |
|---|---|
| Apartment Investment and Management Company | AIV |
| The Hanover Insurance Group, Inc. | THG |
| Markel Corporation | MKL |
| W. R. Berkley Corporation | WRB |
Suppliers
| Supplier name | Ticker |
|---|---|
| Omega Flex, Inc. | OFLX |
| The Home Depot, Inc. | HD |
| Honeywell International Inc. | HON |
| Caterpillar Inc. | CAT |
| Deere & Company | DE |
| 3M Company | MMM |
| Ecolab Inc. | ECL |
| Waste Management, Inc. | WM |
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|---|---|---|
| KEAN STEVEN J | - | 7,101,060 | 265,000 |
| MARTIN THOMAS A | - | 1,016,770 | 277,950 |
| MARTIN THOMAS A | - | 789,652 | 277,950 |
| Dang Kimberly A | - | 515,756 | 2,026,050 |
| Sanders Dax | - | 309,069 | 0 |
| GARDNER TED A | - | 302,988 | 196,610 |
| Sanders Dax | - | 256,069 | 0 |
| Schlosser John W | - | 220,681 | 0 |
| Michels David Patrick | - | 146,468 | 0 |
| Michels David Patrick | - | 114,700 | 0 |
| Mathews Denise R | - | 79,217 | 1,761 |
| Grahmann Kevin P | - | 58,653 | 0 |
| ASHLEY ANTHONY B | - | 54,242 | 0 |
| VAGT ROBERT F | - | 47,579 | 0 |
| ASHLEY ANTHONY B | - | 41,863 | 0 |
| Chronis Amy W | - | 32,005 | 0 |
| Mody Sital K | - | 26,710 | 0 |
| Mody Sital K | - | 25,169 | 0 |
| Schlosser John W | - | 10,719 | 0 |
| MORGAN MICHAEL C | - | 0 | 22,811 |