Toggle SGML Header (+)


Section 1: 8-K (8-K)


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549



FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



Date of Report (Date of earliest event reported):  May 15, 2019



CENTURY COMMUNITIES, INC.
(Exact name of registrant as specified in its charter)

Delaware
1-36491
68-0521411
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)

8390 East Crescent Parkway, Suite 650
Greenwood Village, Colorado
 
80111
(Address of principal executive offices)
 
(Zip Code)

(303) 770-8300
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class
Trading Symbol(s)
Name of each exchange on
which registered
Common stock, par value $0.01 per share
CCS
The New York Stock Exchange



Item 7.01.
Regulation FD Disclosure.

Representatives of Century Communities, Inc. (the “Company”) intend to make presentations at investor conferences and in other forums and these presentations may include the information contained in Exhibit 99.1 attached to this Current Report on Form 8-K (the “Investor Presentation”).  A copy of the Investor Presentation containing such information that may be disclosed by the Company is attached as Exhibit 99.1 to this report and the information set forth therein is incorporated herein by reference and constitutes a part of this report.  The Company intends to disclose the information contained in the Investor Presentation, in whole or in part, and with updates and possibly modifications, in connection with presentations to investors, analysts and others and on its corporate website.

The Company is furnishing the information contained in Exhibit 99.1 pursuant to Regulation FD and Item 7.01 of Form 8-K promulgated by the Securities and Exchange Commission (“SEC”).  This information shall not be deemed to be “filed” with the SEC for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed to be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such filing.

The information contained in Exhibit 99.1 is summary information that is intended to be considered in the context of the Company’s SEC filings and other public announcements that the Company may make, by press release or otherwise, from time to time.  The Company undertakes no duty or obligation to publicly update or revise the information contained in Exhibit 99.1, although it may do so from time to time as its management believes is warranted.  Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.  By filing this report and furnishing this information, the Company makes no admission as to the materiality of any information contained in this report, including Exhibit 99.1.

Forward-Looking Statements

Certain statements in the Investor Presentation may be regarded as “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Certain forward-looking statements discuss the Company’s plans, strategies and intentions, and may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “expects,” “may,” “will,” “believes,” “should,” “would,” “could,” “approximately,” “anticipates,” “estimates,” “targets,” “intends,” “likely,” “projects,” “positioned,” “strategy,” “future,” and “plans.” In addition, these words may use the positive or negative or other variations of those terms. All statements other than statements of historical fact are “forward-looking statements” for purposes of federal and state securities laws, including, but not limited to, statements about anticipated future operating and financial performance, financial position and liquidity, business strategies, regulatory and competitive outlook, investment and expenditure plans, capital and financing needs and availability, plans and objectives of management for future operations, developments regarding capital plans, and other similar forecasts and statements of expectation and statements of assumption underlying any of the foregoing. There is no guarantee that any of the events anticipated by these forward-looking statements will occur. These statements involve known and unknown risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to differ from those expressed or implied by the forward-looking statement.


These forward-looking statements are based on various assumptions and the current expectations of the management of the Company, and may not be accurate because of risks and uncertainties surrounding these assumptions and expectations. Certain factors may cause actual results to differ significantly from these forward-looking statements. If any of the events occur, there is no guarantee what effect they will have on the operations or financial condition of the Company. Major risks, uncertainties and assumptions include, but are not limited to, risks relating to: the Company’s capital and financing needs and availability, any unforeseen changes to or effects on liabilities, future capital expenditures, revenues, expenses, earnings, synergies, indebtedness, financial condition, losses and future prospects; the Company’s ability to integrate and operate assets successfully after the closing of an acquisition; the effect of general economic conditions, including employment rates, housing starts, interest rate levels, availability of financing for home mortgages, and the strength of the U.S. dollar; and other factors, including those described under “Part I, Item 1A. Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2018 as filed with the SEC on February 13, 2019, and other reports and filings by the Company with the SEC. However, it is not possible to predict or identify all such factors. Forward-looking statements included in the Investor Presentation are made as of the date hereof, and the Company undertakes no obligation to publicly update or revise any forward-looking statement to reflect future events, developments or otherwise, except as may be required by applicable law.

Item 9.01
Financial Statements and Exhibits.


(d)
Exhibits.

 
Exhibit No.
 
Description
   
Investor Presentation (May 2019 Update)


SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Date:  May 15, 2019
CENTURY COMMUNITIES, INC.
     
 
By:
/s/ David Messenger
 
 
Name:
David Messenger
 
Title:
Chief Financial Officer and Secretary



(Back To Top)

Section 2: EX-99.1 (EXHIBIT 99.1)


Exhibit 99.1

 Investor Presentation | May 2019 
 

 Forward-Looking Statements  Certain statements in this Investor Presentation may be regarded as "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Certain forward-looking statements discuss the Company’s plans, strategies and intentions, and may be identified by reference to a future period or periods or by the use of forward-looking terminology, such as “expects,” “may,” “will,” “believes,” “should,” “would,” “could,” “approximately,” “anticipates,” “estimates,” “targets,” “intends,” “likely,” “projects,” “positioned,” “strategy,” “future,” and “plans.” In addition, these words may use the positive or negative or other variations of those terms. All statements other than statements of historical fact are “forward–looking statements” for purposes of federal and state securities laws. There is no guarantee that any of the events anticipated by these forward-looking statements will occur. These statements involve known and unknown risks, uncertainties and other factors that may cause our actual results, levels of activity, performance or achievements to differ from those expressed or implied by the forward-looking statement.These forward-looking statements are based on various assumptions and the current expectations of the management of the Company, and may not be accurate because of risks and uncertainties surrounding these assumptions and expectations. Certain factors may cause actual results to differ significantly from these forward-looking statements. If any of the events occur, there is no guarantee what effect they will have on the operations or financial condition of the Company. Major risks, uncertainties and assumptions include, but are not limited to, risks relating to: the Company’s capital and financing needs and availability; any unforeseen changes to or effects on liabilities, future capital expenditures, revenues, expenses, earnings, synergies, indebtedness, financial condition, losses and future prospects; the Company’s ability to integrate and operate assets successfully after the closing of an acquisition; the effect of general economic conditions, including employment rates, housing starts, interest rate levels, availability of financing for home mortgages, and the strength of the U.S. dollar; and other factors. However, it is not possible to predict or identify all such factors.In addition, the Company has disclosed under the heading “Risk Factors” in its Annual Report on Form 10-K for the fiscal year ended December 31, 2018 (the “Annual Report”), filed with the U.S. Securities and Exchange Commission (the “SEC”) on February 13, 2019, the risk factors which materially affect its business, financial condition and operating results. Investors are encouraged to review the Annual Report for additional information regarding the risks and uncertainties that may cause actual results to differ materially from those expressed in any forward-looking statement. Forward-looking statements included herein are made as of the date hereof, and the Company undertakes no obligation to publicly update or revise any forward-looking statement to reflect future events, developments or otherwise, except as may be required by applicable law. Non-GAAP Financial InformationThis Investor Presentation includes certain non-GAAP financial measures as defined by SEC rules. Such non-GAAP financial measures are presented as a supplemental financial measurements in the evaluation of our business. We believe the presentation of these financial measures helps investors to assess our operating performance from period to period and enhances understanding of our financial performance and highlights operational trends. This measure is widely used by investors in the valuation, comparison, rating and investment recommendations of companies. However, such measurements may not be comparable to those of other companies in our industry, which limits their usefulness as a comparative measures. Such measures are not required by or calculated in accordance with GAAP and should not be considered as a substitutes for net income or any other measure of financial performance reported in accordance with GAAP or as a measure of operating cash flow or liquidity. Non-SolicitationThe information in this Investor Presentation is for informational purposes only and is neither an offer to sell, nor a solicitation of an offer to subscribe for or buy any securities in any jurisdiction in contravention of applicable law.  No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended, and otherwise in accordance with applicable law. 
 

 Company overview  Source: Company filingsBased on LTM closings as of 3/31/2019Market reportable segments are defined as follows: West (California and Washington), Mountain (Colorado, Nevada and Utah), Texas, Southeast (Georgia, North Carolina, South Carolina and Tennessee), and Wade Jurney (Alabama, Arizona, Florida, Georgia, Indiana, North Carolina, Ohio, South Carolina, Tennessee and Texas) Per Builder Online  Premier Top 10 publicly traded U.S. homebuilder1 America’s fastest growing public homebuilder – 2 years in a row3Track record of profitability through multiple housing cyclesNational builder with balanced geographic footprint across 15 statesFocused on markets with robust economic, job, and population growthAttractive land position with 37,932 lotsDiversified across product, buyer type, and price pointsComplementary brands with high exposure to attractive entry-level segmentEntry level buyers represent approximately 75% of 3/31/19 LTM salesFinancial services segment provides mortgage, title and insurance services generating ancillary income with robust margins  LTM Q1 2019 HOME SALES REVENUES(2)  LTM Q1 2019 HOME SALE DELIVERIES(2)  ($452.2M)  ($712.0M)  ($225.5M)  ($549.3M)  ($371.9M)  (1,649)  (746)  (1,648)  (2,448)  $2.3B  7,297  (806) 
 

 Key INVESTMENT Highlights    Successful History of M&A and Integration  Returns Focused Business Model  Geographically Diverse Top-10 U.S. Builder  Consistent Track Record of Profitable Growth  Attractive Entry Level Buyer Focus  Strong Balance Sheet to Execute Growth  Strong Performance Across Financial Metrics  Seasoned & Cycle Tested Management Team 
 

       SEASONED & CYCLE TESTED management TEAM      DALE FRANCESCONCHAIRMAN AND CO-CHIEF EXECUTIVE OFFICER Co-Founder of CCS Co-Largest Shareholder 25+ years of homebuilding experience  ROBERT FRANCESCONPRESIDENT AND CO-CHIEF EXECUTIVE OFFICER Co-Founder of CCS Co-Largest Shareholder 25+ years of homebuilding experience  DAVID MESSENGERCHIEF FINANCIAL OFFICER CFO of CCS Since 2013 25+ years of real estate and finance experience     
 

 Founded in 2002 by Dale and Rob Francescon Aligned with shareholders with ~13.5% ownership of CCSProfitable every year since founding – 16 consecutive years, including through the most recent economic downturnSuccessfully executed numerous equity and debt capital raises, with a commitment to maintaining a conservative balance sheet Completed seven acquisitions since 2012  Financial Metrics  Operating Metrics  2014  LTM 1Q’19  Experienced management team    Seasoned and cycle-tested management team  Track record of profitable growth    # of Markets  8  27    # of States  4  15    Owned/Controlled Lots  11,463  37,932    Deliveries  1,046   6,821     ASP ($000s)  $336   $328     Total Revenues ($mm)  $362   $2,279     Adjusted EBITDA ($mm)  $41   $226     Adjusted Pretax Net (Loss) / Income ($mm)  $37   $154     Shareholders’ Equity ($mm)  $365   $875   
 

 Successful HISTORY of M&A and integration  2014  2015  2014  Completed 7 acquisitions since 2012, adding 14 states and more than 34,000 total lots Consistently target markets with sound economic and buyer profiles History of buying at right time, location and priceDemonstrated ability to successfully integrate and create operating synergiesContinuing to recognize benefits of scale and operating leverage throughout 2019    CCS acquisitions and new business  2016  201 6  Acquisition  Date  FY14Q4  FY18Q2  FY17Q3  FY17Q4  FY14Q3  FY14Q2  FY13Q3  2013  2017  2013  2017   Rationale  Acquired 2,120 lots in Atlanta for $57mmWell-established #2 homebuilder in AtlantaProducts catered to first time and move-up buyers   Acquired homes and lots for $50mm in highly desirable submarkets of the greater Seattle area Deal created top-10 homebuilder in Seattle  Business combination with UCP, Inc. for $359mm Entered West; Strengthened Southeast presenceWide product offering  Acquired remaining 50% in Q2 2018 for $37.5mm; Invested initial $15mm for 50% JV stake in Q4 2016Fastest growing private and 35th largest US builderSolely focused on entry-level housing  Acquired 84 homes and 601 lots in Houston for $13mmProduct targeted at first time and first move-up buyers  Acquired 1,761 lots in Las Vegas for $165mmWide product offering targeting first and second time move-up home buyers   Acquired 166 lots and 95 homes for $15.7mmWell-recognized private homebuilder in Austin and San Antonio, Texas  Formed financial services company to provide title and mortgage services to Century buyers Provides title, mortgage and insurance services to select markets  FY16Q3  Las Vegas Land Holdings 
 

 attractive entry-level buyer focus  Broadly targeted customers: First time homebuyers, first and second move-up buyers, and lifestyle buyersDiversified product offering – 64% within FHA limits1Customizable product offeringTraditional model home sales structureIncludes Century Complete business line:Designed to maintain home affordabilityLimited options/upgrades  Targets entry-level customers – 100% within FHA limits1Affordable, functional and reliable homesAcquires finished lots, primarily just in time inventorySells homes through retail outlets and the internet as opposed to model homesInnovative Buy Now option simplifies buying a home into 3 easy stepsHighly scalable business model, which requires less capital investment and yields quicker asset turns  Complementary Century and Wade Jurney brands represent ~75% exposure to entry-level buyers across combined portfolioFocus on entry-level home buyers allows Century to capitalize on largest segment of new home buyersEntry-level buyers represent an attractive and growing demographic facing a shortage of inventory   Proforma Home Sales Revenues for full year 2018 and Backlog ASP as of 12/31/2018 
 

 Diversified Top 10 U.S. Builder with a national footprint across attractive Markets  Includes operations of Century Communities and Wade Jurney Homes for the period presented.  Century Communities Brand        Century & Wade Jurney Homes Brands  Wade Jurney Homes Brand                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                                  March 31, 2019  15 states27 markets37,932 lots      Period  Net New Contracts  Deliveries  Revenue  ASP (000's)  LTM Q1 2019  6,713  7,297  $2.3b  $316.7  Pro Forma Operating Metrics  1                                                             
 

 STRONG PERFORMANCE ACROSS FINANCIAL METRICS  3 months 1Q’19 (YOY comparison)     Full year 2018 (YOY comparison)    Reflects company’s expansion into entry-level homesBased on monthly net new orders divided by number of selling communities at period end  Home Sales Revenue  33% increase in revenue    50% increase in revenue  Homes Delivered  77% increase in homes delivered   68% increase in homes delivered     Net New Orders  35% increase in net new order units  48% increase in net new order units    Absorption2     35% increase in absorption  45% increase in absorption  Delivery ASP1  25% decrease in ASP    10% decrease in ASP  Backlog Units    35% increase in backlog units  65% increase in backlog units 
 

             Consistent TRACK Record OF Profitable growth   TOTAL REVENUE ($MM)  +529%  HOME DELIVERIES   +552%  ADJUSTED PRETAX INCOME ($MM)  +316%  NET HOME CONTRACTS   +489%  TOTAL BACKLOG HOMES  +208%  ADJUSTED EBITDA ($MM)  +451%  See Adjusted pretax income and EBITDA reconciliations on page 17 of this Investor Presentation  Significant Expansion Across All Key Operating Metrics from 2014-201816 Consecutive Years of Profitability 
 

 Returns Focused Business Model  Established operations producing strong homebuilding growth, margins and returns on equity in excess of peers45% of lots controlled accelerates scale while preserving financial flexibility to deploy additional capital at attractive returnsFast absorbing projects with a focus on entry level buyersGenerate strong operating margin through disciplined land underwriting and cost containment  (1) Values for ‘SMID Cap Builders’ represent average values. ‘SMID Cap Builders’ include MHO, NWHM, WLH, KBH, MDC, MTH, TMHC, and TPH. Source: FactSet    Pre-tax Return on Equity (LTM 3/31/19)1    Book Equity Value Growth (LTM 3/31/19)1      SMID Cap Builders(Average)      SMID Cap Builders(Average) 
 

         Driving shareholder Returns above peers  +63%  S&P 500 +43%  SMID Cap Builders(1)+33%  (1)SMID Cap Builders’ include MHO, NWHM, WLH, KBH, MDC, MTH, TMHC, and TPH.Note: Indexed Price Performance (Price Indexed to 0); Performance measured from 5/06/2016 through 5/06/2019 
 

 Strong balance sheet with Capacity to Execute Growth Strategy  In 2018, upgraded by both S&P (B+) and Moody’s (B2)1Significant liquidity position ($416mm)$400mm senior unsecured notes5.875%/July 2025$500mm senior unsecured notes-Issued May 20196.75%/June 2027$640mm unsecured revolving line of creditApril 2022      Source: Public filings as of 3/31/2019S&P upgrade as of March 2018; Moody’s upgrade as of August 2018Cash includes cash ($38mm) and cash held in escrow ($25mm) Available liquidity calculated as cash plus cash held in escrow plus availability on the revolving credit facility  SUMMARY BALANCE SHEET / CAPITALIZATION  
 

 Key INVESTMENT Highlights    Successful History of M&A and Integration  Returns Focused Business Model  Geographically Diverse Top-10 U.S. Builder  Consistent Track Record of Profitable Growth  Attractive Entry Level Buyer Focus  Strong Balance Sheet to Execute Growth  Strong Performance Across Financial Metrics  Seasoned & Cycle Tested Management Team 
 

 Regional Information As of 3/31/19  2,376Homes  37,932 Lots  $718mm Value  Total lots    Lot inventory    Backlog value    Backlog homes   
 

 Historical Financials   Purchase price accounting for acquired work in process inventory 
 


(Back To Top)