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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2024
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 001-38545
Landsea Homes Corporation
(Exact Name of Registrant as Specified in Its Charter)
Delaware82-2196021
(State or Other Jurisdiction of(I.R.S. Employer
Incorporation or Organization)Identification Number)
1717 McKinney Avenue, Suite 1000
Dallas, Texas
75202
(Address of Principal Executive Offices)(Zip Code)
(949) 345-8080
(Registrant’s Telephone Number, Including Area Code)

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

Title of each classTrading Symbol(s) Name of each exchange on which registered
Common Stock, par value $0.0001 per shareLSEA 
The Nasdaq Capital Market
Warrants exercisable for Common StockLSEAW 
The Nasdaq Capital Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐




Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No

As of October 30, 2024, 36,282,883 Class A common stock, par value $0.0001 per share, were outstanding.


Landsea Homes Corporation
Form 10-Q Index
For the Three and Nine Months Ended September 30, 2024

PART I - FINANCIAL INFORMATIONPage
Item 1. Unaudited Financial Statements
Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023
Consolidated Statements of Operations for the Three and Nine Months Ended September 30, 2024 and 2023
Consolidated Statements of Equity for the Three and Nine Months Ended September 30, 2024 and 2023
Consolidated Statements of Cash Flows for the Nine Months Ended September 30, 2024 and 2023
Notes to the Consolidated Financial Statements
Item 2. Management’s Discussion and Analysis of Financial Condition and Result of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Item 1A. Risk Factors
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Mine Safety Disclosures
Item 5. Other Information
Item 6. Exhibits
Signatures




PART I. FINANCIAL INFORMATION

Item 1. Financial Statements

Landsea Homes Corporation
Consolidated Balance Sheets - (Unaudited)
(in thousands, except share and per share amounts)
September 30, 2024December 31, 2023
Assets
Cash and cash equivalents$32,198 $119,555 
Cash held in escrow4,054 49,091 
Real estate inventories1,408,277 1,121,726 
Due from affiliates5,429 4,348 
Goodwill155,597 68,639 
Other assets121,056 107,873 
Total assets$1,726,611 $1,471,232 
 
Liabilities
Accounts payable$95,923 $77,969 
Accrued expenses and other liabilities216,647 160,256 
Due to affiliates881 881 
Line of credit facility, net 202,477 307,631 
Senior notes, net529,661 236,143 
Total liabilities1,045,589 782,880 
 
Commitments and contingencies (Note 8)
 
Equity
Stockholders’ equity:
Preferred stock, $0.0001 par value, 50,000,000 shares authorized, none issued and outstanding as of September 30, 2024 and December 31, 2023, respectively
  
Common stock, $0.0001 par value, 500,000,000 shares authorized, 41,678,878 issued and 36,282,883 outstanding as of September 30, 2024, 41,382,453 issued and 36,520,894 outstanding as of December 31, 2023
4 4 
Additional paid-in capital461,059 465,290 
Retained earnings201,769 187,584 
Total stockholders’ equity662,832 652,878 
Noncontrolling interests18,190 35,474 
Total equity681,022 688,352 
Total liabilities and equity$1,726,611 $1,471,232 
See accompanying notes to the consolidated financial statements.


Landsea Homes Corp. | Q3 2024 Form 10-Q | 1

Landsea Homes Corporation
Consolidated Statements of Operations - (Unaudited)
(in thousands, except share and per share amounts)
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Revenue
Home sales$325,610 $258,062 $1,036,384 $790,199 
Lot sales and other12,862 19,286 27,272 22,133 
Total revenues338,472 277,348 1,063,656 812,332 
 
Cost of sales
Home sales270,091 209,753 874,724 647,642 
Lot sales and other9,564 13,309 22,478 15,770 
Total cost of sales279,655 223,062 897,202 663,412 
 
Gross margin
Home sales55,519 48,309 161,660 142,557 
Lot sales and other3,298 5,977 4,794 6,363 
Total gross margin58,817 54,286 166,454 148,920 
 
Sales and marketing expenses23,445 16,930 66,596 51,672 
General and administrative expenses21,932 25,463 77,569 74,223 
Total operating expenses45,377 42,393 144,165 125,895 
 
Income from operations13,440 11,893 22,289 23,025 
 
Other income (expense), net 1,449 656 (2,091)2,770 
Pretax income14,889 12,549 20,198 25,795 
 
Provision for income taxes3,498 3,066 4,838 6,323 
 
Net income11,391 9,483 15,360 19,472 
Net income attributable to noncontrolling interests281 887 1,175 2,711 
Net income attributable to Landsea Homes Corporation$11,110 $8,596 $14,185 $16,761 
 
Income per share:
Basic$0.31 $0.22 $0.39 $0.43 
Diluted$0.30 $0.22 $0.39 $0.42 
 
Weighted average common shares outstanding:
Basic36,279,056 38,336,100 36,252,957 39,402,507 
Diluted36,497,337 38,440,392 36,548,768 39,549,035 
See accompanying notes to the consolidated financial statements.


Landsea Homes Corp. | Q3 2024 Form 10-Q | 2

Landsea Homes Corporation
Consolidated Statements of Equity - (Unaudited)
(in thousands, except shares)
Common Stock
SharesAmountAdditional paid-in capitalRetained earningsTotal stockholders' equityNoncontrolling
interests
Total equity
Balance at June 30, 202436,275,392 $4 $460,001 $190,659 $650,664 $22,218 $672,882 
Stock options exercised7,491 — 80 — 80 — 80 
Cash paid for shares withheld for taxes— —  —  —  
Stock-based compensation— — 978 — 978 — 978 
Distributions to noncontrolling interests— — — — — (4,309)(4,309)
Net income— — — 11,110 11,110 281 11,391 
Balance at September 30, 202436,282,883 $4 $461,059 $201,769 $662,832 $18,190 $681,022 
Common Stock
SharesAmountAdditional paid-in capitalRetained earningsTotal stockholders' equityNoncontrolling
interests
Total equity
Balance at December 31, 202336,520,894 $4 $465,290 $187,584 $652,878 $35,474 $688,352 
Shares issued under share-based awards188,449 — — — — — — 
Stock options exercised107,976 — 1,056 — 1,056 — 1,056 
Cash paid for shares withheld for taxes— — (1,299)— (1,299)— (1,299)
Stock-based compensation — — 2,521 — 2,521 — 2,521 
Repurchase of common stock and associated tax(534,436)— (6,509)— (6,509)— (6,509)
Distributions to noncontrolling interests— — — — — (18,459)(18,459)
Net income— — — 14,185 14,185 1,175 15,360 
Balance at September 30, 202436,282,883 $4 $461,059 $201,769 $662,832 $18,190 $681,022 
See accompanying notes to the consolidated financial statements.


Landsea Homes Corp. | Q3 2024 Form 10-Q | 3

Landsea Homes Corporation
Consolidated Statements of Equity - (Unaudited)
(in thousands, except shares)
Common Stock
SharesAmountAdditional paid-in capitalRetained earningsTotal stockholders' equityNoncontrolling
interests
Total equity
Balance at June 30, 202339,183,181 $4 $490,741 $166,513 $657,258 $54,348 $711,606 
Stock options exercised3,877 — 37 — 37 — 37 
Stock-based compensation expense— — 879 — 879 — 879 
Repurchase of common stock and associated tax(1,391,867)— (13,820)— (13,820)— (13,820)
Distributions to noncontrolling interests— — — — — (6,738)(6,738)
Net income— — — 8,596 8,596 887 9,483 
Balance at September 30, 202337,795,191 $4 $477,837 $175,109 $652,950 $48,497 $701,447 
Common Stock
SharesAmountAdditional paid-in capitalRetained earningsTotal stockholders' equityNoncontrolling
interests
Total equity
Balance at December 31, 202240,884,268 $4 $497,598 $158,348 $655,950 $54,369 $710,319 
Shares issued under share-based awards267,782 — — — — — — 
Stock options exercised3,877 37 37 37 
Cash paid for shares withheld for taxes— — (695)— (695)— (695)
Stock-based compensation expense— — 2,249 — 2,249 — 2,249 
Repurchase of common stock and associated tax(2,360,736)— (21,352)— (21,352)— (21,352)
Forfeiture and cancellation of Earnout Shares(1,000,000)— — — — — — 
Distributions to noncontrolling interests— — — — — (8,583)(8,583)
Net income— — — 16,761 16,761 2,711 19,472 
Balance at September 30, 202337,795,191 $4 $477,837 $175,109 $652,950 $48,497 $701,447 
See accompanying notes to the consolidated financial statements.


Landsea Homes Corp. | Q3 2024 Form 10-Q | 4

Landsea Homes Corporation
Consolidated Statements of Cash Flows - (Unaudited)
(in thousands)
Nine Months Ended September 30,
20242023
(dollars in thousands)
Cash flows from operating activities:
Net income$15,360 $19,472 
Adjustments to reconcile net income to net cash from operating activities:
Depreciation and amortization5,299 3,778 
Real estate inventories impairment
800 4,700 
Stock-based compensation2,521 2,249 
Loss on modification of debt5,180  
Abandoned project costs1,902 745 
Write-off of offering costs 436 
Deferred taxes233 (10)
Changes in operating assets and liabilities:
Cash held in escrow45,037 6,145 
Real estate inventories(108,264)(64,666)
Due from affiliates(1,081)(491)
Other assets6,776 31,790 
Accounts payable15,482 (2,159)
Accrued expenses and other liabilities(7,459)123 
Net cash (used in) provided by operating activities(18,214)2,112 
 
Cash flows from investing activities:
Purchases of property and equipment(5,087)(5,530)
Payments for business acquisition, net of cash acquired(235,043) 
Net cash used in investing activities(240,130)(5,530)
 
Cash flows from financing activities:
Borrowings from notes, other debts payable, and other liabilities547,947 482,500 
Repayments of notes, other debts payable, and other liabilities(340,690)(429,300)
Cash paid for shares withheld for taxes(1,299)(695)
Proceeds from exercise of stock options1,056 37 
Repurchases of common stock(6,452)(21,160)
Distributions to noncontrolling interests(18,459)(8,583)
Deferred offering costs paid(2,719)(224)
Debt issuance and modification costs paid(8,397)(9,300)
Net cash provided by financing activities170,987 13,275 
 
Net decrease in cash and cash equivalents(87,357)9,857 
Cash and cash equivalents at beginning of period119,555 123,634 
Cash and cash equivalents at end of period$32,198 $133,491 
See accompanying notes to the consolidated financial statements.


Landsea Homes Corp. | Q3 2024 Form 10-Q | 5

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
 1.    Company and Summary of Significant Account Policies
Landsea Homes Corporation (together with its subsidiaries, “Landsea Homes” or the “Company”) is engaged in the acquisition, development, and sale of homes and lots in Arizona, California, Colorado, Florida, New York, and Texas. The Company’s operations are organized into the following six reportable segments: Arizona, California, Colorado, Florida, Metro New York, and Texas.
Basis of Presentation and Consolidation—The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and all subsidiaries, partnerships, and other entities in which the Company has a controlling interest as well as variable interest entities (“VIEs”) in which the Company is deemed the primary beneficiary. The Company’s investments in both unconsolidated entities in which a significant, but less than controlling, interest is held and in VIEs in which the Company is not deemed to be the primary beneficiary are accounted for under the equity method. All intercompany transactions and balances have been eliminated in consolidation.
The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 29, 2024. The accompanying unaudited consolidated financial statements include all adjustments, consisting of normal recurring entries, necessary for a fair presentation of the Company’s results for the interim periods presented. Results for the interim periods are not necessarily indicative of the results to be expected for the full year due to seasonal variations and other factors. 
Use of Estimates—The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates.
Recent Accounting Pronouncements
In March 2023, the FASB issued ASU 2023-01, which amends the application of ASU 2016-02, Leases (Topic 842), related to leases with entities under common control, also referred to as common control leases. The amendments to this update require an entity to consider the useful life of leasehold improvements associated with common control leases from the perspective of the common control group and amortize the leasehold improvements over the useful life of the assets to the common control group, instead of the term of the lease. Any remaining value for the leasehold improvement at the end of the lease would be adjusted through equity. The standard was effective for fiscal years beginning after December 15, 2023, early adoption was permitted. The adoption did not have a material impact on the Company’s consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of additional segment information. The guidance requires entities to provide significant segment expenses that are regularly provided to the entity’s chief operating decision maker (“CODM”), other segment items to reconcile segment revenue and significant expenses to the reported measure of segment profit or loss, a description of the composition of the other segment items, and the title and position of the CODM. The amendments in this update also expand the segment disclosure requirements to interim periods. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The new guidance must be applied retrospectively to all prior periods presented in the financial statements, with the significant segment expense and other segment item amounts disclosed based on categories identified in the period of adoption. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires annual disclosure of specific categories in the income tax rate reconciliation and of additional information for reconciling items that meet a quantitative threshold among other changes. Specifically, the guidance requires a tabular reconciliation disclosure, using both percentages and amounts. The guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 6

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
 2.     Business Combination and Asset Acquisition
On April 1, 2024, the Company completed the acquisition of Antares Acquisition, LLC (“Antares”), a Dallas Fort Worth based homebuilder, for approximately $239.8 million (subject to certain customary post-closing adjustments) using a combination of cash on hand and borrowings under the Company’s existing credit facility, which included repayment of approximately $40.2 million of Antares debt. The total assets of Antares included approximately 2,100 lots owned or controlled in the Dallas Fort Worth market. This acquisition was accounted for as a business combination.
In accordance with ASC 805, the assets acquired and liabilities assumed from the acquisition of Antares were measured and recognized at fair value as of the date of the acquisition to reflect the purchase price paid. The determination of the final purchase accounting allocation related to the working capital calculations and resulting goodwill are in process as of the date of these consolidated financial statements. Changes in the determination of the fair value of the assets acquired and liabilities assumed will be recorded as a measurement period adjustment in the period in which they are identified up to one year from the acquisition date.
Measurement period adjustments were recorded during the three months ended September 30, 2024 resulting from updated valuations of real estate assets acquired. The adjustments were determined based on additional information received and resulted in an increase to goodwill of $3.3 million.
Acquired inventories consist of land, land deposits, and work in process inventories. For acquired land and land options, the Company typically utilizes, with the assistance of a third-party appraiser, a sales comparison approach. For work in process inventories, the Company estimates the fair value based upon the stage of production of each unit and a gross margin that management believes a market participant would require to complete the remaining development and requisite selling efforts. On the acquisition date, the stage of production for each lot ranged from recently started lots to fully completed homes. The intangible assets acquired relate to the Antares trade name and material contracts, which are estimated to have a fair value of $2.0 million and are being amortized over 12 to 18 months. Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed and relates primarily to the assembled workforce and business synergies. Goodwill of $87.0 million was preliminarily recorded on the consolidated balance sheets as a result of this transaction and is expected to be deductible for tax purposes over 15 years. The acquired goodwill is included in the Texas reporting segment in Note 11 – Segment Reporting. The Company incurred transaction related costs of $3.6 million related to the Antares acquisition during the nine months ended September 30, 2024. No transaction costs were recorded related to the Antares acquisition during the three months ended September 30, 2024. These transaction costs are included in general and administrative expenses on the consolidated statements of operations.
The Company's results of operations include homebuilding revenues from the Antares acquisition of $41.5 million and $77.2 million the three and nine months ended September 30, 2024. The accompanying results of operations also include pretax income of $0.1 million and pretax loss of $0.8 million from the Antares acquisition during both the three and nine months ended September 30, 2024, respectively. The pretax loss is inclusive of purchase price accounting and an allocation of corporate general and administrative expenses.
The following is a summary of the preliminary allocation of the purchase price based on the fair value of assets acquired and liabilities assumed (dollars in thousands).
Assets Acquired
Cash$4,760 
Real estate inventories154,004 
Goodwill86,958 
Other intangible assets1,950 
Other assets4,539 
Total assets$252,211 
Liabilities Assumed
Accounts payable$2,472 
Accrued expenses9,936 
Total liabilities12,408 
Net assets acquired$239,803 
Landsea Homes Corp. | Q3 2024 Form 10-Q | 7

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
On October 10, 2023, the Company expanded into the Colorado market by acquiring certain assets of Richfield Homes, LLC (“Richfield”). The Company paid an aggregate cash purchase price of $22.5 million to acquire approximately 290 owned or controlled lots in the greater Denver, Colorado area, including any construction in progress on those lots. This acquisition was accounted for as an asset acquisition.
Unaudited Pro Forma Financial Information
Unaudited pro forma revenue and net income for the following periods presented give effect to the results of the acquisition of Antares as though the respective acquisition dates were as of January 1, 2023, the beginning of the year preceding the acquisition. Unaudited pro forma net income adjusts the operating results of Antares to reflect the additional costs that would have been recorded assuming the fair value adjustments had been applied as of the beginning of the year preceding the year of acquisition, including the tax-effected amortization of the acquired intangible assets and transaction related costs.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Revenue$338,472 $316,506 $1,106,312 $944,110 
Pretax income18,343 13,292 35,960 23,133 
Provision for income taxes4,167 3,251 8,613 5,671 
Net income$14,176 $10,041 $27,347 $17,462 
 3.     Variable Interest Entities

The Company consolidates two joint venture (“JV”) VIEs. The consolidated VIEs include one active project in the Metro New York area (“14th Ave JV”) and one JV with the purpose of acquiring undeveloped land (the “LCF JV”). The Company has determined that it is the primary beneficiary of these VIEs as it has the power to direct activities of the operations that most significantly affect their economic performance.

Both consolidated VIEs are financed by equity contributions from the Company and the JV partner. The 14th Ave JV was also funded by third-party debt which was paid off in 2022.

The following table summarizes the carrying amount and classification of the VIEs’ assets and liabilities in the consolidated balance sheets as of September 30, 2024 and December 31, 2023.

September 30, 2024December 31, 2023
(dollars in thousands)
Cash$9,153 $2,950 
Real estate inventories53,064 79,441 
Due from affiliates72 203 
Other assets2,089 2,107 
Total assets$64,378 $84,701 
 
Accounts payable$157 $384 
Accrued expenses and other liabilities5,362 5,257 
Total liabilities$5,519 $5,641 
Landsea Homes Corp. | Q3 2024 Form 10-Q | 8

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
 4.     Real Estate Inventories
Real estate inventories are summarized as follows:
September 30, 2024December 31, 2023
(dollars in thousands)
Deposits and pre-acquisition costs$119,638 $99,702 
Land held and land under development480,265 272,825 
Homes completed or under construction790,142 692,126 
Model homes18,232 57,073 
Total real estate inventories$1,408,277 $1,121,726 
Deposits and pre-acquisition costs include land deposits and other due diligence costs related to potential land acquisitions. Land held and land under development includes costs incurred during site development such as development, indirect costs, and permits. Homes completed or under construction and model homes include all costs associated with home construction, including land, development, indirect costs, permits, materials, and labor.
In accordance with ASC 360, Property, Plant, and Equipment, real estate inventories are stated at cost, unless the carrying amount is determined not to be recoverable, in which case inventory is written down to its fair value. The Company reviews each real estate asset at the community-level, on a quarterly basis or whenever indicators of impairment exist. The Company generally determines the estimated fair value of each community by using a discounted cash flow approach based on the estimated future cash flows at discount rates that reflect the risk of the community being evaluated. The discounted cash flow approach can be impacted significantly by the Company’s estimates of future home sales revenue, home construction costs, pace of homes sales, and the applicable discount rate.
For the three and nine months ended September 30, 2024, the Company recorded $0.8 million of real estate inventories impairment charges related to one community in the Florida segment. For the nine months ended September 30, 2023, the Company recorded $4.7 million of real estate inventories impairment charges related to one community in the California segment. In both instances, the Company determined that additional incentives and persistent discounts were required to sell the remaining homes, which was the primary reason the estimated future cash flows for the community were driven below their previous carrying values. No impairments were recorded during the three months ended September 30, 2023. Real estate inventories impairment charges are recorded to cost of home sales in the consolidated statements of operations.
Impairment DataQuantitative Data
Three Months EndedNumber of Projects ImpairedReal Estate Inventories ImpairmentFair Value of Inventory After ImpairmentDiscount Rate
(dollars in thousands)
September 30, 20241$800 $5,828 13 %
June 30, 20231$4,700 $19,363 11 %
 5.     Capitalized Interest
Interest is capitalized to real estate inventories during development and as a result of other qualifying activities. Interest capitalized as a cost of real estate inventories is included in cost of sales as related inventories are delivered.
For the three and nine months ended September 30, 2024, the Company incurred and capitalized interest of $20.6 million and $57.5 million, respectively. For the three and nine months ended September 30, 2023, the Company incurred and capitalized interest of $14.4 million and $37.6 million, respectively. Previously capitalized interest included in cost of sales during the three and nine months ended September 30, 2024 was $13.6 million and $42.2 million, respectively. Previously capitalized interest included in cost of sales during the three and nine months ended September 30, 2023 was $10.0 million and $21.9 million, respectively. These amounts included interest from certain related party transactions, refer to Note 9 – Related Party Transactions for additional information.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 9

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
 6.    Other Assets
As of September 30, 2024 and December 31, 2023, the Company had contract assets of $2.6 million and $6.0 million, respectively, related to lot sales and other revenue. The contract asset balance is included in other assets on the Company’s consolidated balance sheets and represents cash to be received for work already performed on lot sales and other contracts. The amount of the transaction price for lot sales and other contracts remaining to be recognized as revenue for performance obligations that were not fully satisfied as of September 30, 2024 and December 31, 2023 was $0.2 million and $1.1 million, respectively. As of September 30, 2024, the Company had no deferred revenue related to lot sales and other revenue included in accrued expenses and other liabilities in the Company’s consolidated balance sheets. As of December 31, 2023, the Company had $0.2 million deferred revenue related to lot sales and other revenue. The Company reduces these liabilities and recognizes revenue as development progresses and the related performance obligations are completed.
 7.     Notes and Other Debts Payable, net
Amounts outstanding under notes and other debts payable, net consist of the following:
September 30, 2024December 31, 2023
(dollars in thousands)
11.0% Senior Notes due July 2028
$250,000 $250,000 
8.875% Senior Notes due April 2029
300,000  
Discount and deferred loan costs(20,339)(13,857)
Senior Notes, net$529,661 $236,143 
September 30, 2024December 31, 2023
(dollars in thousands)
Line of credit facility$207,400 $315,000 
Deferred loan costs(4,923)(7,369)
Line of credit facility, net$202,477 $307,631 
In April 2024, the Company completed the sale to certain purchasers of $300.0 million of 8.875% senior notes (the “8.875% Senior Notes”, together with the 11.0% Senior Notes, the “Senior Notes”). The Company received the proceeds, net of fees, in April 2024. The 8.875% Senior Notes mature in April 2029.
In July 2023, the Company entered into a senior unsecured note (the “Note Purchase Agreement”). The Note Purchase Agreement provided for the private placement of $250.0 million aggregate principal amount of 11.0% senior notes (the “11.0% Senior Notes”). The Company received the proceeds, net of discount and fees, in July 2023. The 11.0% Senior Notes mature in July 2028.
In October 2021, the Company entered into a line of credit agreement which was amended in April 2024 (the “Amended Credit Agreement”). The Amended Credit Agreement provides for a senior unsecured borrowing of up to $455.0 million of which there was $207.4 million outstanding as of September 30, 2024. As part of the amendment, the Company wrote off $5.2 million of previously deferred financing costs associated with the line of credit facility prior to the amendment. This write-off is included in other (expense) income, net on the consolidated statements of operations. The Company may increase the borrowing capacity up to $850.0 million, under certain conditions. Funds available under the Amended Credit Agreement are subject to a borrowing base requirement which is calculated on specified percentages of our real estate inventories. The borrowings under the Amended Credit Agreement bear interest at a daily simple Secured Overnight Financing Rate (“SOFR”) rate, a term SOFR rate, or a base rate (in each case calculated in accordance with the Amended Credit Agreement), plus, in each case, an applicable margin. The applicable margin is adjusted by reference to a grid based on a leverage ratio calculated in accordance with the Amended Credit Agreement. As of September 30, 2024, the applicable margin was 3.40%. The Amended Credit Agreement matures in April 2027. As of September 30, 2024, the interest rate on the loan was 8.23%.
The Amended Credit Agreement and the Note Purchase Agreement contain certain restrictive financial covenants, such as requirements for the Company to maintain a minimum liquidity balance, minimum tangible net worth, and leverage and interest
Landsea Homes Corp. | Q3 2024 Form 10-Q | 10

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
coverage ratios. The 8.875% Senior Notes do not contain financial covenants. As of September 30, 2024, the Company was in compliance with all financial covenants.
Our Senior Notes are not secured, however, the agreements governing the Senior Notes contain some restrictions on secured debt and other transactions. Our Senior Notes are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by most of our homebuilding segment subsidiaries. The Senior Notes are redeemable in whole or in part at any time at our option, with a standard make whole provision until July 17, 2025, then at premiums that vary based upon the remaining term of the Senior Notes to be redeemed.

 8.    Commitments and Contingencies
Legal—The Company is currently involved in various legal actions and proceedings that arise from time to time and may be subject to similar or other legal and/or regulatory actions in the future. The Company is currently unable to estimate the likelihood of an unfavorable result in any such proceeding that could have a material adverse effect on the Company’s results of operations, financial position, or liquidity.
In the fourth quarter of 2021, three insurers paid $14.9 million on behalf of the Company and others to settle a wrongful death suit. The insurers contend they are entitled to seek reimbursement from the Company for some or all of such amounts, which the Company disputes. During October 2023, one of the insurers filed a lawsuit seeking reimbursement and the two other insurers subsequently asserted reimbursement claims in the lawsuit. However, at this time the Company is unable to predict the outcome of the insurers’ claims against the Company or estimate the amount of any potential damages associated therewith.
Performance Obligations—In the ordinary course of business, and as part of the entitlement and development process, the Company’s subsidiaries are required to provide performance bonds to assure completion of certain public facilities. The Company had $115.8 million and $109.3 million of performance bonds outstanding as of September 30, 2024 and December 31, 2023, respectively.
WarrantyEstimated future direct warranty costs are accrued and charged to cost of sales in the period when the related homebuilding revenues are recognized. Changes in the Company’s warranty accrual are detailed in the table below:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Beginning warranty accrual$49,262 $46,227 $48,949 $46,657 
Warranty provision1,757 2,988 6,028 5,162 
Warranty payments(2,635)(3,547)(6,593)(6,151)
Ending warranty accrual$48,384 $45,668 $48,384 $45,668 
Operating Leases—The Company primarily enters into operating leases for the right to use office space, model homes, and computer and office equipment, which have remaining lease terms that range from less than 1 year up to 7 years and often include one or more options to renew. The weighted average remaining lease term as of September 30, 2024 and December 31, 2023 was 4.6 and 5.7 years, respectively. Renewal terms are included in the lease term when it is reasonably certain the option will be exercised.
During June and July 2024, the Company sold model homes which generated home sales revenue of $4.2 million and cost of sales of $3.5 million during the three months ended September 30, 2024 and $64.9 million and $61.5 million, respectively, during the nine months ended September 30, 2024. These model homes were immediately leased back for terms ranging from 3 to 36 months. The Company determined that control of the model homes transferred to the buyer and, as a result, the transaction qualified as a sale. All of the leases from the transaction are accounted for as operating leases and the Company recorded right-of-use assets and lease liabilities of $13.6 million in the accompanying consolidated balance sheets.
The Company established a right-of-use asset and a lease liability based on the present value of future minimum lease payments at the commencement date of the lease, or, if subsequently modified, the date of modification for active leases. As the rate implicit in each lease is not readily determinable, the Company’s incremental borrowing rate is used in determining the present value of future minimum payments as of the commencement date. The weighted average rate as of September 30, 2024 and December 31, 2023 was 8.1% and 5.5%, respectively. Lease components and non-lease components are accounted for as a single lease component.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 11

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
As of September 30, 2024, the Company had $24.8 million and $25.9 million recognized as a right-of-use asset and lease liability, respectively, which are presented on the consolidated balance sheets within other assets and accrued expenses and other liabilities, respectively. As of December 31, 2023, the Company had $11.9 million and $13.1 million recognized as a right-of-use asset and lease liability, respectively.
Operating lease expense for the three and nine months ended September 30, 2024 was $0.8 million and $2.4 million, respectively, and is included in general and administrative expenses on the consolidated statements of operations. Operating lease expense for the three and nine months ended September 30, 2023 was $0.9 million and $2.8 million, respectively.
Future minimum payments under the noncancelable operating leases in effect at September 30, 2024 were as follows (dollars in thousands):
2024$2,758 
20259,508 
20266,193 
20273,770 
20282,576 
Thereafter5,535 
Total lease payments30,340 
Less: Discount(4,473)
Present value of lease liabilities$25,867 
 9.    Related Party Transactions
The Company continues to pay for certain costs on behalf of Landsea Holdings Corporation (“Landsea Holdings”) which was previously the majority stockholder of the Company. The Company records a due from affiliate balance for all such payments. As of September 30, 2024 and December 31, 2023, the Company had a net receivable due from affiliates balance of $4.5 million and $3.5 million, respectively.
In March 2024, Landsea Holdings, the Company’s then-majority stockholder, completed a registered secondary offering of the Company’s common stock. The Company did not purchase any shares of common stock that were sold by Landsea Holdings in the offering. The Company paid costs, fees, and expenses for the offering of $0.6 million, and Landsea Holdings received all net proceeds from the sale. Landsea Holdings no longer owns greater than 50% of the Company’s common stock upon completion of the offering. As a result, the Company no longer qualifies as a “controlled company” under The Nasdaq Stock Market LLC listing standards.
In August 2023, the Company repurchased from the underwriters, at the public offering price of $9.75 per share, 800,000 shares of common stock that were sold by Green Investment Alpha Limited (“Green Investment”), a beneficial owner of the Company, in a registered secondary offering, for a total purchase price of $7.8 million. The Company paid costs, fees, and expenses for the offering of $0.3 million, and Green Investment received all net proceeds from the sale. In October 2024, Green Investment reimbursed the Company for the costs, fees and expenses incurred during the offering. Green Investment no longer qualified as a related party upon the completion of the offering.
In June 2023, the Company repurchased from the underwriters, at the public offering price of $7.50 per share, 443,478 shares of common stock that were sold by Landsea Holdings, the Company’s then-majority stockholder, in a registered secondary offering, for a total purchase price of $3.3 million. The Company paid costs, fees, and expenses for the offering of $0.8 million, and Landsea Holdings received all net proceeds from the offering.
In June 2022, Landsea Capital Fund, who was under common control with the Company at the time of the transaction, contributed $55.0 million to the LCF JV. The LCF JV, which is consolidated by the Company, used these proceeds to purchase undeveloped land from the Company. The Company distributed $4.3 million and $18.5 million to Landsea Capital Fund during the three and nine months ended September 30, 2024, respectively. The Company distributed $6.7 million and $8.6 million to Landsea Capital Fund during the three and nine months ended September 30, 2023, respectively. All intercompany transactions between the Company and the LCF JV have been eliminated upon consolidation.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 12

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
In December 2021, the Company sold model homes to a related party for total consideration of $15.2 million. As part of this transaction, the Company leased back these models. The leases completed in April 2024. The total amount of rent payments made during the nine months ended September 30, 2024 were $0.2 million. There were no payments made under this contract during the three months ended September 30, 2024. The total amount of rent payments made during the three and nine months ended September 30, 2023 were $0.2 million and $0.6 million, respectively. As the leases ended prior to September 30, 2024, we have no remaining right-of-use asset or lease liability balances associated with this transaction. As of December 31, 2023, we had right-of-use asset and lease liability balances of $0.5 million and $0.5 million, respectively.
In July 2021, the Company entered into a landbank agreement for a project in its California segment with a related party. The Company made regular payments to the related party based on an annualized rate of 7% of the undeveloped land costs while the land was being developed and purchased the lots at a predetermined price of $28.9 million. The total amount of interest payments made during the nine months ended September 30, 2024 was less than $0.1 million and the Company did not make any such payments during the three months ended September 30, 2024. The total amount of interest payments made during the three and nine months ended September 30, 2023 was $0.1 million and $0.5 million, respectively. During the nine months ended September 30, 2024, payments of $4.0 million were made to purchase the remaining land at the conclusion of the agreement during April 2024. No such payments were made during the three months ended September 30, 2024. During the three and nine months ended September 30, 2023, payments of $3.0 million and $7.0 million, including fees, were made to purchase developed lots from the related party, respectively. Capitalized interest included in real estate inventories on the consolidated balance sheets associated with this transaction was less than $0.1 million as of September 30, 2024 and was $1.0 million as of December 31, 2023. Previously capitalized related party interest included in cost of sales during the three and nine months ended September 30, 2024 was $0.1 million and $0.6 million, respectively. Previously capitalized related party interest included in cost of sales during the three and nine months ended September 30, 2023 was $0.4 million and $0.8 million, respectively.
Landsea Holdings holds a series of notes payable to affiliated entities of its parent. The cash Landsea Holdings received from this debt was previously utilized to partially fund operations of the Company. Related party interest incurred by Landsea Holdings was historically pushed down to the Company and reflected on the consolidated balance sheets of the Company, primarily in real estate inventories, and on the consolidated statements of operations in cost of sales. Refer to Note 5 – Capitalized Interest for further detail. As the Company did not guarantee the notes payable nor have any obligations to repay the notes payable, and as the notes payable were not assigned to the Company, the notes payable do not represent a liability of the Company and accordingly have not been reflected in the consolidated balance sheets. Additionally, in connection with the Merger (as defined below), the Company is precluded from repaying Landsea Holdings notes payable to the affiliated entities of its parent. Therefore, beginning January 7, 2021, additional interest from these notes payable is no longer pushed down to the Company. Capitalized interest included in real estate inventories on the consolidated balance sheets associated with this transaction was $0.3 million and $0.4 million as of September 30, 2024 and December 31, 2023, respectively. Previously capitalized related party interest included in cost of sales during both the three and nine months ended September 30, 2024 was $0.1 million. Previously capitalized related party interest included in cost of sales during the three and nine months ended September 30, 2023 was $0.3 million and $1.6 million, respectively.
 10.    Income Taxes
Income taxes for the three and nine months ended September 30, 2024 was $3.5 million and $4.8 million, respectively. Income taxes for the three and nine months ended September 30, 2023 was $3.1 million and $6.3 million, respectively. The effective tax rate for the three and nine months ended September 30, 2024 was 23.5% and 24.0% compared to a provision of 24.4% and 24.5% for the three and nine months ended September 30, 2023. The difference between the statutory tax rate and the effective tax rate for the three and nine months ended September 30, 2024 is primarily related to state income taxes net of federal income tax benefits and estimated deduction limitations for executive compensation under Section 162(m), partially offset by tax credits for energy-efficient homes. The difference between the statutory tax rate and the effective tax rate for the three and nine months ended September 30, 2023 is primarily related to state income taxes net of federal income tax benefits and estimated deduction limitations for executive compensation under Section 162(m), partially offset by tax credits for energy-efficient homes.
The accounting for deferred taxes is based upon estimates of future results. Differences between the anticipated and actual outcomes of these future results could have a material impact on the Company’s consolidated results of operations or financial position. Also, changes in existing federal and state tax laws and tax rates could affect future tax results and the valuation of the Company’s deferred tax assets.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 13

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
 11. Segment Reporting
The Company is engaged in the acquisition, development, and sale of homes and lots in multiple states across the country. The Company is managed by geographic location and each of the six geographic regions targets a wide range of buyer profiles including: first time, move-up, and luxury homebuyers.
Management of the six geographic regions report to the Company’s chief operating decision makers (“CODMs”), the Chief Executive Officer and Chief Operating Officer of the Company. The CODMs review the results of operations, including total revenue and pretax income to assess profitability and to allocate resources. Accordingly, the Company has presented its operations as the following six reportable segments:
Arizona
California
Colorado
Florida
Metro New York
Texas
The Company has also identified its Corporate operations as a non-operating segment, as it serves to support the homebuilding operations through functional departments such as executive, finance, treasury, human resources, accounting, and legal. The majority of Corporate personnel and resources are primarily dedicated to activities relating to operations and are allocated based on each segment’s respective percentage of assets, revenue, and dedicated personnel. 
The following table summarizes total revenue and pretax income by segment:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Revenue
Arizona$95,082 $69,308 $282,737 $215,000 
California96,900 103,982 363,005 270,756 
Colorado18,881  37,936  
Florida75,880 104,058 279,992 320,740 
Metro New York  4,475 1,649 
Texas51,729  95,511 4,187 
Total revenues$338,472 $277,348 $1,063,656 $812,332 
 
Pretax income (loss)
Arizona$7,792 $5,253 $12,625 $4,826 
California9,580 9,795 28,788 17,184 
Colorado167  (1,913) 
Florida2,026 4,378 7,850 23,993 
Metro New York(636)(917)(2,885)(1,818)
Texas(1,142)(1,383)(5,880)(4,144)
Total pretax income for reportable segments17,787 17,126 38,585 40,041 
Corporate(2,898)(4,577)(18,387)(14,246)
Total pretax income$14,889 $12,549 $20,198 $25,795 
Landsea Homes Corp. | Q3 2024 Form 10-Q | 14

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
The following table summarizes total assets by segment:
September 30, 2024December 31, 2023
(dollars in thousands)
Assets
Arizona$328,313 $336,424 
California444,524 479,218 
Colorado34,337 27,240 
Florida458,568 425,154 
Metro New York38,760 42,047 
Texas361,749 60,255 
Total assets for reportable segments1,666,251 1,370,338 
Corporate60,360 100,894 
Total assets$1,726,611 $1,471,232 
Included in the Corporate segment assets is cash and cash equivalents of $26.5 million and $65.2 million as of September 30, 2024 and December 31, 2023, respectively.
As of September 30, 2024 goodwill of $87.0 million, $47.9 million and $20.7 million was allocated to the Texas, Florida, and Arizona segments, respectively. As of December 31, 2023, goodwill of $47.9 million and $20.7 million was allocated to the Florida and Arizona segments, respectively.
 12. Fair Value
ASC 820, Fair Value Measurement, defines fair value as the price that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and requires assets and liabilities carried at fair value to be classified and disclosed in the following three categories:
Level 1 — Quoted prices for identical instruments in active markets.
Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are inactive; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets at measurement date.
Level 3 — Valuations derived from techniques where one or more significant inputs or significant value drivers are unobservable in active markets at measurement date.
The following table presents carrying values, excluding any discounts or deferred loan costs, and estimated fair values of financial instruments:
September 30, 2024December 31, 2023
HierarchyCarrying ValueFair ValueCarrying ValueFair Value
(dollars in thousands)
Liabilities:
Line of credit facility (1)
Level 2$207,400 $207,400 $315,000 $315,000 
11.0% Senior Notes
Level 2$250,000 $273,750 $250,000 $257,500 
8.875% Senior Notes
Level 2$300,000 $316,875 $ $ 
(1)     Carrying amount approximates fair value due to the variable interest rate terms of this loan.
The carrying values of receivables, deposits, and other assets as well as accounts payable and accrued liabilities approximate the fair value for these financial instruments based upon an evaluation of the underlying characteristics, market data, and because of
Landsea Homes Corp. | Q3 2024 Form 10-Q | 15

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
the short period of time between origination of the instruments and their expected realization. The fair value of cash and cash equivalents is classified in Level 1 of the fair value hierarchy.
Non-financial assets such as real estate inventories and goodwill are measured at fair value on a non-recurring basis using a discounted cash flow approach with Level 3 inputs within the fair value hierarchy. This measurement is performed when events and circumstances indicate the asset’s carrying value is not fully recoverable. During the three and nine months ended September 30, 2024, it was determined that real estate inventories with a carrying value of $6.6 million within one community in the Florida segment were not expected to be fully recoverable. Accordingly, a real estate inventories impairment charge was recognized in the amount of $0.8 million to reflect the estimated fair value of the community of $5.8 million. During the nine months ended September 30, 2023, it was determined that real estate inventories with a carrying value of $24.1 million within one community in the California segment was not expected to be fully recoverable. Accordingly, a real estate inventories impairment charge was recognized in the amount of $4.7 million to reflect the estimated fair value of the community of $19.4 million. No additional impairments were recorded during the three months ended September 30, 2023. Refer to Note 4 – Real Estate Inventories for additional information.
 13. Stock-Based Compensation
The following table presents a summary of the Company’s nonvested performance share units (“PSUs”) and restricted stock units (“RSUs”) for the nine months ended September 30, 2024:
AwardsWeighted Average Grant Date Fair Value
(in thousands)
Nonvested, at December 31, 2023
1,488 $8.74 
Granted526 8.64 
Vested(275)9.33 
Forfeited(39)9.44 
Nonvested, at September 30, 2024
1,700 $8.60 
The following table presents a summary of the Company’s stock options activity for the nine months ended September 30, 2024:
Number of SharesWeighted Average Exercise Price per ShareWeighted Average Remaining Contractual TermAggregate Intrinsic Value
(in thousands)(in years)(in thousands)
Options outstanding at December 31, 2023
684 $8.08 
Granted303 12.44 
Exercised(108)8.37 
Forfeited(137)10.13 
Options outstanding at September 30, 2024
742 $9.44 8.30$2,175 
Options exercisable at September 30, 2024
260 $8.40 7.62$1,024 
Stock-based compensation expense totaled $1.0 million and $2.5 million during the three and nine months ended September 30, 2024, respectively, and is included in general and administrative expenses on the consolidated statements of operations. For the three and nine months ended September 30, 2023, stock-based compensation expense totaled $0.9 million and $2.2 million, respectively.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 16

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
The following table presents a summary of the Company’s outstanding RSUs and PSUs, assuming the current estimated level of performance achievement:
September 30, 2024
(in thousands, except period)
Unvested units1,700 
Remaining cost on unvested units$3,547 
Remaining vesting period2.83 years
Stock-based compensation expense associated with the outstanding RSUs and PSUs is measured using the grant date fair value which is based on the closing price as of the grant date. The expense associated with the PSUs also incorporates the estimated achievement of the established performance criteria at the end of each reporting period until the performance period ends.
 14. Stockholders’ Equity
The Company’s authorized capital stock consists of 500.0 million shares of common stock with a par value of $0.0001 per share and 50.0 million shares of preferred stock with a par value of $0.0001 per share. As of September 30, 2024, there were 41.7 million shares of common stock issued and 36.3 million outstanding, and no shares of preferred stock issued or outstanding. All outstanding shares of common stock are validly issued, fully paid, and nonassessable.
Stock Repurchases
In March 2023, the Board of Directors authorized a stock repurchase program allowing for the repurchase of up to $10.0 million worth of common stock, with an expiration of December 31, 2023. In July 2023, the Board of Directors authorized additional capacity of approximately $3.3 million, with an expiration date of December 31, 2023, and an additional $10.0 million with no stated expiration date. In October 2023, the Board of Directors authorized additional capacity of $20.0 million with no stated expiration date. No additional stock repurchase authorizations occurred during the nine months ended September 30, 2024.
During the nine months ended September 30, 2024, the Company repurchased 534,436 shares of common stock for a total of $6.4 million, excluding commissions, which was recorded as a reduction to additional paid-in capital. During the three months ended September 30, 2024, the Company did not repurchase any shares of common stock. As of September 30, 2024, the Company had approximately $2.5 million in remaining capacity from previous authorizations. During the three and nine months ended September 30, 2023, the Company repurchased 1,391,867 and 2,360,736 shares of common stock for a total of $13.7 million and $21.2 million, respectively, excluding commissions, which was recorded as a reduction to additional paid-in capital. A portion of these shares were repurchased directly from the Company’s majority shareholder at the time. Refer to Note 9 – Related Party Transactions for additional information.
The timing and amount of repurchases are based on a variety of factors such as the market price of the Company's common stock, corporate and contractual requirements, market and economic conditions, and legal requirements.
Merger Transaction
On August 31, 2020, Landsea Homes and Landsea Holdings entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LF Capital Acquisition Corp. (“LF Capital”) and LFCA Merger Sub, Inc. (the “Merger Sub”), a direct, wholly-owned subsidiary of LF Capital. The Merger Agreement provided for, among other things, the merger of Merger Sub with and into Landsea Homes Incorporated (“LHI”), previously a wholly-owned subsidiary of Landsea Holdings, with LHI continuing as the surviving corporation (the “Merger”). On January 7, 2021 (the “Closing Date”), the Merger was consummated pursuant to the Merger Agreement (the “Closing”). The name of LF Capital was changed at that time to Landsea Homes Corporation.
Upon closing of the Merger, Level Field Capital, LLC (the “Sponsor”) held 1.0 million shares that were subject to surrender and forfeiture for no consideration in the event the common stock did not reach certain thresholds during the 24-month period following the closing of the Merger (the “Earnout Shares”). The Sponsor transferred 0.5 million Earnout Shares to Landsea Holdings. In January 2023, the Company concluded that the threshold for the Earnout Shares was not met and therefore those shares were forfeited and cancelled.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 17

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
Warrants
As of September 30, 2024, there were 15,525,000 outstanding warrants consisting entirely of public warrants (the “Warrants”). At the time of the Merger, the Warrant Agreement was amended so that each public warrant is exercisable at $1.15 for one tenth of a share of common stock. As part of the amendment, each holder of the public warrants received $1.85 per warrant for a total of $28.7 million paid by the Company upon closing of the Merger. The Warrants will expire five years after the completion of the Merger or earlier upon redemption or liquidation.
The Company may call the public warrants for redemption:
in whole and not in part;
at a price of $0.01 per warrant;
upon a minimum of 30 days’ prior written notice of redemption; and
if, and only if, the last reported closing price of the shares equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.
If the Company calls the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the Warrant Agreement.
The exercise price and number of common shares issuable upon exercise of the Warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. However, the Warrants will not be adjusted for issuance of common shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Warrants shares. Accordingly, the Warrants may expire worthless.
 15. Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share (“EPS”) for the three and nine months ended September 30, 2024 and 2023:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands, except share and per share amounts)
Numerator
Net income attributable to common stockholders$11,110 $8,596 $14,185 $16,761 
Denominator
Weighted average common shares outstanding - basic36,279,056 38,336,100 36,252,957 39,402,507 
Dilutive effect of warrants  3,586  
Dilutive effect of options112,487  115,251  
Dilutive effect of share-based awards105,794 104,292 176,974 146,528 
Weighted average common shares outstanding - diluted36,497,337 38,440,392 36,548,768 39,549,035 
Earnings per share
Basic$0.31 $0.22 $0.39 $0.43 
Diluted$0.30 $0.22 $0.39 $0.42 
The Company excluded 1.8 million and 0.2 million common stock equivalents from diluted EPS related to antidilutive equity instruments during the three and nine months ended September 30, 2024, respectively. For the three months ended September 30, 2024, the antidilutive effect is primarily attributable to the warrants. During the three months ended September 30, 2024, the average stock price of the Company was below the strike price of the warrants, whereas during the nine months ended September 30, 2024, the average stock price exceeded the warrants’ strike price. The Company excluded 2.0 million and 2.2 million common stock equivalents from diluted EPS related to antidilutive equity instruments during the three and nine months ended September 30, 2023, respectively.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 18

Landsea Homes Corporation
Notes to the Consolidated Financial Statements - (unaudited)
 16.    Supplemental Disclosures of Cash Flow Information
The following table presents certain supplemental cash flow information:
Nine Months Ended September 30,
20242023
(dollars in thousands)
Supplemental disclosures of cash flow information
Interest paid, net of amounts capitalized$ $ 
Income taxes paid$8,799 $8,736 
 
Supplemental disclosures of non-cash investing and financing activities
Change in right-of-use assets for new, modified, or terminated operating leases$16,337 $338 
Conversion of deferred offering costs to debt issuance costs$5,140 $ 
Landsea Homes Corp. | Q3 2024 Form 10-Q | 19


Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion should be read in conjunction with and is qualified in its entirety by the consolidated financial statements and notes thereto included elsewhere in this document. This item contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those indicated in such forward-looking statements. Factors that may cause such a difference include, but are not limited to, those discussed in the section entitled “Risk Factors” of our Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on February 29, 2024. This section discusses certain items in the three and nine months ended September 30, 2024 and 2023 and year-to-year comparisons between those periods. References to “we”, “Landsea Homes”, the “Company”, “us”, or “our” refer to Landsea Homes Corporation.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 20


Consolidated Financial Data

The following table summarizes our unaudited results of operations for the nine months ended September 30, 2024 and 2023.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands, except per share amounts)(dollars in thousands, except per share amounts)
Revenue
Home sales$325,610 $258,062 $1,036,384 $790,199 
Lot sales and other12,862 19,286 27,272 22,133 
Total revenues338,472 277,348 1,063,656 812,332 
 
Cost of sales
Home sales 270,091 209,753 874,724 647,642 
Lot sales and other 9,564 13,309 22,478 15,770 
Total cost of sales279,655 223,062 897,202 663,412 
 
Gross margin
Home sales55,519 48,309 161,660 142,557 
Lot sales and other3,298 5,977 4,794 6,363 
Total gross margin58,817 54,286 166,454 148,920 
 
Sales and marketing expenses23,445 16,930 66,596 51,672 
General and administrative expenses21,932 25,463 77,569 74,223 
Total operating expenses45,377 42,393 144,165 125,895 
 
Income from operations13,440 11,893 22,289 23,025 
 
Other income (expense), net 1,449 656 (2,091)2,770 
Pretax income14,889 12,549 20,198 25,795 
 
Provision for income taxes3,498 3,066 4,838 6,323 
 
Net income11,391 9,483 15,360 19,472 
Net income attributable to noncontrolling interests281 887 1,175 2,711 
Net income attributable to Landsea Homes Corporation$11,110 $8,596 $14,185 $16,761 
 
Income per share:
Basic$0.31 $0.22 $0.39 $0.43 
Diluted$0.30 $0.22 $0.39 $0.42 
Weighted average common shares outstanding:
Basic36,279,056 38,336,100 36,252,957 39,402,507 
Diluted36,497,337 38,440,392 36,548,768 39,549,035 
Landsea Homes Corp. | Q3 2024 Form 10-Q | 21


Business Overview

Driven by a commitment to sustainability, we design and build homes and communities in Arizona, California, Colorado, Florida, Metro New York, and Texas. We create inspired spaces for modern living and feature homes and communities in vibrant, prime locations which connect seamlessly with their surroundings and enhance the local lifestyle for living, working, and playing. The defining principle, “Live in Your Element®,” creates the foundation for our customers to live where they want to live, how they want to live – in a home created especially for them.

We are engaged in the acquisition, development, and sale of homes and lots in six states: Arizona, California, Colorado, Florida, New York, and Texas, which also comprise the Company’s six reportable segments. We build and sell an extensive range of home types across a variety of price points, but we focus our efforts on the first-time homebuyer. Our Corporate operations are a non-operating segment that supports our homebuilding operations by providing executive, finance, treasury, human resources, accounting, and legal services.

In April 2024, the Company completed the acquisition of Antares Acquisition, LLC (“Antares”), a Dallas Fort Worth based homebuilder, for approximately $239.8 million (subject to certain customary post-closing adjustments) using a combination of cash on hand and borrowing under the Company’s existing credit facility, which included repayment of approximately $40.2 million of Antares’ debt. The Antares acquisition increased our presence in Texas with approximately 2,100 lots owned or controlled at the time of acquisition. We believe this acquisition fits with and continues to advance our overall business strategy by expanding into new and diverse markets.

In October 2023, the Company expanded into the Colorado market by acquiring certain assets of Richfield Homes, LLC (“Richfield”). The Company paid an aggregate cash purchase price of $22.5 million to acquire approximately 290 owned or controlled lots in the greater Denver, Colorado area, including any construction in progress on those lots. This acquisition was accounted for as an asset acquisition. We believe this acquisition fits with and continues to advance our overall business strategy by allowing us to expand into new geographic markets and to continue to shift inventory and product to more affordable offerings.

We manage inventory challenges by partnering with suppliers that can dedicate their attention and products to us, leveraging operational forecasts to assist in making purchase orders with sufficient lead time, using standard size products that are interchangeable, and holding select products on hand to ensure availability. In recent periods we have focused on being strategic in the contracts we enter into and the vendors we use. Over the last few quarters, we have seen improvements in our cycle time from beginning construction on a home to final delivery to the homebuyer. We believe these steps will allow us to continue to shorten our construction cycle time. Costs of construction have generally increased over recent quarters at a moderate pace. Higher construction costs to build our homes are primarily being driven by increased land costs in the markets we operate in and financing costs driven in large part by higher interest rates.

Sustained higher mortgage interest rates have amplified challenges to affordability for many potential homebuyers and put pressure on demand across the nation. While our absorption and cancellation rates have stabilized to a large extent as many homebuyers acclimated to a higher interest rate environment, continued inflation, and the potential for interest rates to remain high, continues to cause affordability concerns and market uncertainty. These concerns have continued to cause challenges across the homebuilding industry throughout 2024. Although we saw marginal relief in mortgage interest rates at the end of the third quarter of 2024, and expect rates to trend downward in coming quarters, there can be no assurance as to the direction, timing, and magnitude of any such movement. We expect future federal funds rate changes by the Federal Reserve to precede and ultimately drive mortgage interest rates changes. Those changes can significantly influence our absorption and cancellation rates. Even as rates show signs of easing, some homebuyers, anticipating further decreases in rates, may continue to delay purchasing a home. In light of these expectations, we are focusing our sales and marketing efforts on addressing affordability through a commitment to lower fixed interest rate incentive programs as well as providing purchase incentives, subject to managing our inventory levels in the market. We manage certain nationwide marketing programs, however incentives are specifically tailored to the circumstances of each community. We regularly perform stress tests on our backlog to identify homebuyers that are most likely to cancel their sales contracts, without intervention, due to higher costs from rising interest rates.

During 2024, we launched our exclusive financial services, Landsea Elements, which provides end-to-end support for our homebuyers through our existing services, Landsea Mortgage and Landsea Title, along with our newest offering, Landsea Insurance Agency. Through a licensing agreement, we partner with NFM Lending as a preferred lender to provide mortgage services under the name Landsea Mortgage. In connection with this arrangement, we have focused many of our incentives on mortgage interest rates and
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assisting homebuyers with buydowns on their home loans. This focus has helped achieve certain goals related to sales pace and absorption, but these additional discounts and incentives have lowered revenue and gross margins. We continue to monitor the credit worthiness of our homebuyers with NFM Lending with the objective of converting as many of our sales as possible into successful home deliveries. In addition to Landsea Mortgage, we offer title and insurance services through Landsea Title and Landsea Insurance Agency, respectively. Together we believe these offerings, bundled under the umbrella of Landsea Elements, provide significant value to potential homebuyers in facilitating the home buying process and additional opportunities for us to generate positive returns while managing and converting sales to deliveries with additional insights throughout the home buying process.

In March 2024, Landsea Holdings Corporation (“Landsea Holdings”), the Company’s then-majority stockholder, completed an underwritten secondary offering of approximately 2.8 million shares of the Company’s common stock. The Company did not receive any proceeds from the sale of shares by Landsea Holdings. The Company paid costs, fees, and expenses for the offering of $0.6 million. Immediately following completion of such sale by Landsea Holdings, the aggregate beneficial ownership of Landsea Holdings fell below 50% of our outstanding shares of common stock. As a result, we no longer qualify as a “controlled company” under The Nasdaq Stock Market LLC listing standards. In September 2024, Landsea Holdings’ ownership further decreased and was less than 25% of our outstanding shares of common stock as of September 30, 2024.

Strategy

Our strategy is focused on maximizing stockholder returns through profitability and efficiency, while balancing appropriate amounts of leverage. In general, we are focused on the following long-term strategic objectives:

Expand community count in current markets and enhance operating returns
Maintain an appropriate supply of lots
Continue to focus on entry-level product offerings
Strengthen unique brand position through product differentiation
Continue geographic expansion and diversification into new markets
Leverage existing sales, marketing, and general and administrative base to enhance stockholder returns and profitability
Become a top-ten homebuilder in the United States

Non-GAAP Financial Measures

Non-GAAP financial measures are defined as numerical measures of a company’s performance that exclude or include amounts so as to be different than the most comparable measures calculated and presented in accordance with accounting principles generally accepted in the United States (“GAAP”). The presentation of non-GAAP financial measures should not be considered in isolation or as a substitute for the Company’s related financial results prepared in accordance with GAAP.

We present non-GAAP financial measures of adjusted home sales gross margin, net debt to total capital, earnings before interest, taxes, depreciation, and amortization (“EBITDA”) and adjusted EBITDA, and adjusted net income in their respective sections below to enhance an investor’s evaluation of the ongoing operating results and to facilitate meaningful comparison of the results between periods. Management uses these non-GAAP measures to evaluate the ongoing operations and for internal planning and forecasting.

Summary Results of Operations

For the nine months ended September 30, 2024, home sales revenue increased 31% to $1,036.4 million from $790.2 million and home deliveries increased 30% to 1,894 units from 1,459 units, in each case as compared to the same period in the prior year. The increase in home sales revenue and home deliveries year-over-year is primarily the result of improvements in our California and Arizona segments as well as the addition of Antares in our Texas segment and Richfield to begin our Colorado segment. The results were also impacted by the sale of model homes in June and July 2024 which we immediately leased back. The model home sales generated $64.9 million and $61.5 million in home sales revenue and cost of sales, respectively. These improvements were partially offset by challenges to affordability across all of our operating segments as mortgage interest rates remain high and more incentives are required to sustain demand. In total, net income for the nine months ended September 30, 2024 was $15.4 million compared to $19.5 million in the corresponding prior year period.

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We remain focused on growth and view our ability to maintain optimal leverage ratios as a key factor in obtaining the financing required in order to expand. While we have grown organically and through acquisitions in recent years, we have been able to act on our strategy and be opportunistic about acquisitions and other growth opportunities. Our debt to capital ratio increased to 51.8% as of September 30, 2024 following the acquisition of Antares compared to 44.1% as of December 31, 2023. Our net debt to total capital ratio (a non-GAAP financial measure; see below for the definition and reconciliation to the most directly comparable GAAP measure) increased to 49.2% as of September 30, 2024 compared to 30.4% as of December 31, 2023. We believe the continued strength of our balance sheet and operating platform position us well to continue to execute our growth strategy and are focused on reducing our leverage ratios over time. 

We anticipate the homebuilding markets in each of our operating segments to be tied to both the local economy and the macro-economic environment. Accordingly, net orders, home deliveries, and average selling price (“ASP”) can be negatively affected by economic conditions, such as rising interest rates, decreases in employment and median household incomes, decreases in household formations, and increases in supply of inventories. Shortages in labor or materials can also significantly increase costs, reduce gross margins, and lower our overall profitability. During the nine months ended September 30, 2024 we observed improved absorption rates in all markets, except California, compared to the same period in the prior year, primarily due to successful sales promotions that have helped generate sales, partially offset by continued high mortgage interest rates and concerns about home affordability. In California, with limited exceptions, our current product offerings are at a slightly higher price point than the comparable period in the prior year and therefore a lower absorption is to be expected. Mortgage interest rates continue to be a primary concern for homebuyers and while we continue to see stabilization in most markets, homebuyers continue to be sensitive to mortgage interest rates. Our results have been impacted, and could be further impacted, by continued challenges in home affordability as a result of price appreciation, elevated mortgage interest rates, or tightening of mortgage lending standards.

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Net New Home Orders, Dollar Value of Orders, and Monthly Absorption Rates

Changes in the dollar value of net new orders are impacted by changes in the number of net new orders and the ASP of those homes. Monthly Absorption Rate is calculated as total net new orders per period, divided by the average active communities during the period, divided by the number of months per period. Commentary on significant changes for each of the segments in these metrics is provided below.

Three Months Ended September 30,
20242023% Change
HomesDollar ValueASPMonthly Absorption RateHomesDollar ValueASPMonthly Absorption RateHomesDollar ValueASPMonthly Absorption Rate
(dollars in thousands)
Arizona192 $85,689 $446 3.4 136 $59,444 $437 2.7 41 %44 %%26 %
California70 54,020 772 2.3 140 128,352 917 4.1 (50 %)(58 %)(16)%(44 %)
Colorado24 11,462 478 2.7 — — N/A— N/AN/AN/AN/A
Florida209 103,584 496 2.3 210 97,245 463 2.3 — %%%— %
Metro New York— — N/AN/A— — N/A— N/AN/AN/AN/A
Texas131 52,834 403 2.1 — — N/A— N/AN/AN/AN/A
Total626 $307,589 $491 2.5 486 $285,041 $587 2.7 29 %%(16)%(7 %)

Nine Months Ended September 30,
20242023% Change
HomesDollar ValueASPMonthly Absorption RateHomesDollar ValueASPMonthly Absorption RateHomesDollar ValueASPMonthly Absorption Rate
(dollars in thousands)
Arizona644 $289,652 $450 3.5 474 $201,452 $425 3.2 36 %44 %%%
California305 264,503 867 3.5 520 446,045 858 4.9 (41 %)(41 %)%(29 %)
Colorado81 37,253 460 3.3 — — N/AN/AN/AN/AN/AN/A
Florida731 346,195 474 2.7 551 240,269 436 2.1 33 %44 %%29 %
Metro New York4,475 4,475 N/A— — N/AN/AN/AN/AN/AN/A
Texas236 96,675 410 1.9 4,194 1,049 1.5 5800 %2205 %(61)%27 %
Total1,998 $1,038,753 $520 2.9 1,549 $891,960 $576 3.0 29 %16 %(10)%(3 %)

In the Arizona segment, for both the three and nine months ended September 30, 2024, we experienced improvements across all of the metrics outlined above compared to the prior year period. We believe this was due to the continued use of sales programs throughout a challenging environment for affordability. Interest rates had a significant impact on our Arizona segment during the three and nine months ended September 30, 2023, and resulted in lower net orders at that time. Although interest rates continue to be high, we have seen the market partially stabilize around those higher rates and expectations. While we continue to use targeted incentives, ASP increased and we experienced a significant amount of business during the period, resulting in a significant increase in net new orders. Even though these metrics improved during the three and nine months ended September 30, 2024, the current interest rate environment may continue to present challenges to our business throughout all of our segments.

In the California segment, the decrease in net new orders’ count and dollar value for both the three and nine months ended September 30, 2024, compared to the corresponding prior period was primarily due to community turnover along with continued challenges from the current interest rate environment. We are in the process of transitioning from some of our larger projects to new projects which are just beginning to sell. These communities have varied price points. In the months leading up to the current period, we substantially sold out three older communities which provided a significant number of orders and dollar value during the comparable period. Additionally, during the first three months of 2024, we had primarily been selling homes in communities with higher price points while two of the new communities we opened during the most recent six months ended September 30, 2024, have sales prices at a more attainable price point for the local market and we have seen additional sales coming from those communities. This change in product mix for the period contributed to the decrease in our overall ASP. Like other markets, California continues to
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see challenges from higher interest rates and there is still uncertainty about the long-term trends as consumers continue evaluating prices and overall payments in the current environment.

Our operations in our Colorado segment began in October 2023 with the acquisition of the assets of Richfield. During the three and nine months ended September 30, 2024, the Colorado segment had 24 and 81 net new home orders, respectively, with ASPs of $0.5 million during both periods.

Our Florida segment has shown improvement across most net new home order metrics for both the three and nine months ended September 30, 2024, compared to the corresponding prior period. Additional incentives continue to be key for this segment in selling homes at our desired pace. While this has kept ASPs from rising even higher, we have generally been able to drive more net new orders at a quicker pace. We continue to strive for the right balance between incentives and sales pace and are seeing the greater absorption that we have been striving for in the market. As with our other segments, buyers are still sensitive to interest rate increases which may continue to present additional challenges even as interest rates are expected to decrease over the next several quarters.

The Metro New York segment has one community, with only one residential unit and a retail space remaining to sell and deliver as of September 30, 2024.

During the three and nine months ended September 30, 2024, our Texas segment began integrating the operations of Antares following the acquisition in April 2024. This led to an increase in net new home orders, dollar value, and absorption compared to the comparable prior periods. We expect new orders to rise throughout the year as we continue to expand our footprint in Texas and build our reputation in the areas where our communities are located.

Average Selling Communities

Average selling communities is the sum of communities actively selling homes each month, divided by the total months in the calculation period.

Three Months Ended September 30,Nine Months Ended September 30,
20242023% Change20242023% Change
Arizona19.0 17.0 12 %20.3 16.7 22 %
California10.0 11.3 (12 %)9.8 11.8 (17 %)
Colorado3.0 — N/A2.7 — N/A
Florida30.3 31.0 (2 %)29.8 29.5 %
Metro New York— — N/A— — N/A
Texas21.0 — N/A14.1 0.3 4,600 %
Total83.3 59.3 40 %76.7 58.3 32 %

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Home Deliveries and Home Sales Revenue

The changes in home sales revenue are the result of changes in the number of homes delivered and the ASP of those delivered homes. Commentary on significant changes for each of the segments in these metrics is provided below.

Three Months Ended September 30,
20242023% Change
HomesDollar ValueASPHomesDollar ValueASPHomesDollar ValueASP
(dollars in thousands)
Arizona192 $85,333 $444 115 $50,314 $438 67 %70 %%
California110 96,900 881 115 103,982 904 (4)%(7)%(3)%
Colorado40 18,881 472 — — N/AN/AN/AN/A
Florida162 72,768 449 218 103,766 476 (26)%(30)%(6)%
Metro New York— — N/A— — N/AN/AN/AN/A
Texas125 51,728 414 — — N/AN/AN/AN/A
Total629 $325,610 $518 448 $258,062 $576 40 %26 %(10)%

Nine Months Ended September 30,
20242023% Change
HomesDollar ValueASPHomesDollar ValueASPHomesDollar ValueASP
(dollars in thousands)
Arizona588 $260,325 $443 445 $193,438 $435 32 %35 %%
California395 363,005 919 315 270,756 860 25 %34 %%
Colorado81 37,936 468 — — N/AN/AN/AN/A
Florida604 275,133 456 694 320,162 461 (13)%(14)%(1)%
Metro New York4,475 4,475 1,649 1,649 — %171 %171 %
Texas225 95,510 424 4,194 1,049 5525 %2177 %(60)%
Total1,894 $1,036,384 $547 1,459 $790,199 $542 30 %31 %%

Our Arizona segment delivered more homes at sustained price points during both the three and nine months ended September 30, 2024 compared to the corresponding prior periods. The increase in home deliveries and revenue was primarily the result of increased new home orders in recent quarters as our sales incentives took hold and produced positive growth in our sales and ultimate delivery to customers. We have also seen some stabilization in incentives needed to deliver homes during the three and nine months ended September 30, 2024 compared to the corresponding prior periods, however market uncertainty remains and future deliveries may require additional incentives until interest rates improve further.

Our California segment delivered more homes at higher price points during the nine months ended September 30, 2024 compared to the corresponding prior period. The increase in home deliveries, revenue, and ASP during the nine months ended September 30, 2024, was driven primarily by communities at which we are closing homes mostly with slightly higher price points. During the three months ended September 30, 2024, we delivered fewer homes as some of our communities closed out in recent periods and we are focused on driving sales at our new communities. Market uncertainty remains a key factor during the current period and future deliveries may require additional incentives until interest rates improve further.

We began operations in the Colorado segment in October 2023 following the acquisition of the assets of Richfield. For the three and nine months ended September 30, 2024, the Colorado segment delivered 40 and 81 homes and generated $18.9 million and $37.9 million in home sales revenue, respectively.

Our Florida segment delivered fewer homes during both the three and nine months ended September 30, 2024 compared to the same periods in the prior year. The decrease during the periods was the result of fewer net new orders in recent periods as customers grapple with higher mortgage interest rates. Fluctuations in mortgage interest rates continue to cause uncertainty with buyers. Similar to our other segments, market uncertainty and concerns of affordability remain and could impact future results further.

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The Metro New York segment has one community and delivered one of its final two residential units during the nine months ended September 30, 2024. The segment has only one more residential unit and a retail space remaining to deliver as of September 30, 2024.

During the three and nine months ended September 30, 2024, our Texas segment began integrating the operations of Antares following the acquisition in April 2024. This led to an increase in home deliveries and revenue compared to the comparable prior periods. We expect deliveries to rise throughout the year as we continue to expand our footprint in Texas and build our reputation in the areas where our communities are located.
Home Sales Gross Margins

Home sales gross margin measures the price achieved on delivered homes compared to the costs incurred to build the home. In the following table, we calculate gross margins adjusting for interest in cost of sales, real estate inventories impairment, and purchase price accounting for acquired work in process inventory. We believe the below information is meaningful as it isolates the impact that indebtedness, real estate inventories impairment, and acquisitions have on the gross margins and allows for comparability to previous periods and competitors. See Note 2 – Business Combination and Asset Acquisition within the accompanying notes to the consolidated financial statements for additional discussion regarding acquired work in process inventory.

Three Months Ended September 30,
2024%2023%
(dollars in thousands)
Home sales revenue$325,610 100.0 %$258,062 100.0 %
Cost of home sales270,091 82.9 %209,753 81.3 %
Home sales gross margin55,519 17.1 %48,309 18.7 %
Add: Interest in cost of home sales12,285 3.8 %9,713 3.8 %
Add: Real estate inventories impairment800 0.2 %— — %
Adjusted home sales gross margin excluding interest and real estate inventories impairment (1)
68,604 21.1 %58,022 22.5 %
Add: Purchase price accounting for acquired inventory5,604 1.7 %3,865 1.5 %
Adjusted home sales gross margin excluding interest, real estate inventories impairment, and purchase price accounting for acquired inventory (1)
$74,208 22.8 %$61,887 24.0 %

Nine Months Ended September 30,
2024%2023%
(dollars in thousands)
Home sales revenue$1,036,384 100.0 %$790,199 100.0 %
Cost of home sales874,724 84.4 %647,642 82.0 %
Home sales gross margin161,660 15.6 %142,557 18.0 %
Add: Interest in cost of home sales39,916 3.9 %21,531 2.7 %
Add: Real estate inventories impairment800 0.1 %4,700 0.6 %
Adjusted home sales gross margin excluding interest and real estate inventories impairment (1)
202,376 19.5 %168,788 21.4 %
Add: Purchase price accounting for acquired inventory16,679 1.6 %14,060 1.8 %
Adjusted home sales gross margin excluding interest, real estate inventories impairment, and purchase price accounting for acquired inventory (1)
$219,055 21.1 %$182,848 23.1 %
(1)    This non-GAAP financial measure should not be used as a substitute for the Company’s operating results in accordance with GAAP. An analysis of any non-GAAP financial measure should be used in conjunction with results presented in accordance with GAAP. We believe this non-GAAP measure is meaningful because it provides insight into the impact that financing arrangements and acquisitions have on our homebuilding gross margin and allows for comparability of our gross margins to competitors that present similar information.

Home sales gross margin decreased by 160 basis points and 240 basis points from the corresponding periods in 2023 to 17.1% and 15.6% for the three and nine months ended September 30, 2024. The decrease is primarily due to the need for continued sales discounts and incentives to drive sales and delivery activity in the current period coupled with higher land acquisition costs as well as higher interest costs due to the rising interest rate environment. Adjusted home sales gross margin excluding interest, real estate inventories impairment, and purchase price accounting for acquired inventory decreased 120 basis points and 200 basis points to
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22.8% and 21.1% for the three and nine months ended September 30, 2024 compared to the corresponding period in 2023. Land costs increased and discounts and incentives remained an important part of our sales strategy for the three and nine months ended September 30, 2024, compared to the prior year period. The incentives primarily related to mortgage interest rate buydowns on behalf of our home-buyers.

Backlog

Backlog reflects the number of homes, net of cancellations, for which we have entered into a sales contract with a customer but have not yet delivered the home. 

September 30, 2024September 30, 2023% Change
HomesDollar ValueASPHomesDollar ValueASPHomesDollar ValueASP
(dollars in thousands)
Arizona152 $70,760 $466 134 $58,000 $433 13 %22 %%
California71 59,668 840 284 253,735 893 (75)%(76)%(6)%
Colorado14 6,857 490 — — N/AN/AN/AN/A
Florida373 199,546 535 342 171,004 500 %17 %%
Metro New York— — N/A— — N/AN/AN/AN/A
Texas(1)
81 36,283 448 — — N/AN/AN/AN/A
Total691 $373,114 $540 760 $482,739 $635 (9)%(23)%(15)%
(1)     Backlog acquired in Texas at the date of the Antares acquisition was 70 homes with a value of $35,118 thousand.

The decrease in the number of backlog homes and value as of September 30, 2024 as compared to September 30, 2023 is primarily attributable to more of our buyers desiring quick move-in homes for certainty of delivery and certainty of payment. Therefore, we are converting our backlog at a faster rate in 2024 versus the same period in 2023. As our home deliveries have outpaced net new orders in California, our backlog has decreased. This is due in part to the transition of communities described above in that we’ve recently closed out of larger communities while newer offerings are opening for sale. We also continue to see significant homebuyer demand in California for quick move-in homes which can frequently enter into a sales contract and be delivered in the same quarter. In Arizona, we have seen demand generally stabilize compared to the corresponding period in the prior year. The decrease in backlog is partially offset by backlog throughout the Dallas Fort Worth metropolitan area acquired as part of our acquisition of Antares. Overall, the current market environment remains uncertain and further challenges could persist.

Lot Sales and Other Revenue

Lot sales and other revenue and gross margin can vary significantly between reporting periods based on the number of lots under contract and the percentage of completion related to the development activities required as part of the lot sales and other contracts. For the three and nine months ended September 30, 2024, we recognized $12.9 million and $27.3 million, respectively, of lot sales and other revenue in our Arizona and Florida segments related to the sale of lots and, in certain cases, the subsequent development of lots under contract. For the three and nine months ended September 30, 2023, we recognized $19.3 million and $22.1 million, respectively, of lot sales and other revenue in our Arizona segment related to the subsequent development of lots sold in prior periods.

As of September 30, 2024 and December 31, 2023, we had contract assets of $2.6 million and $6.0 million, respectively, related to lot sales and other revenue. The contract asset balance is included in other assets on the Company’s consolidated balance sheets and represents cash to be received for work already performed on lot sale and other contracts. The amount of the transaction price for lot sales and other contracts allocated to performance obligations that were unsatisfied or partially unsatisfied, as of September 30, 2024 and December 31, 2023 was $0.2 million and $1.1 million, respectively.

As of September 30, 2024 the Company had no deferred revenue related to lot sales and other revenue included in accrued expenses and other liabilities in the Company’s consolidated balance sheets. As of December 31, 2023, the Company had $0.2 million deferred revenue related to lot sales and other revenue. We recognize these amounts as development progresses and the related performance obligations are completed.

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Lots Owned or Controlled

The table below summarizes the lots owned or controlled by reportable segment as of the dates presented. Lots controlled includes lots where we have placed a deposit and have a signed purchase contract or rolling option contract.

September 30, 2024September 30, 2023
Lots Owned
Lots Controlled
TotalLots OwnedLots ControlledTotal% Change
Arizona1,476 1,412 2,8881,833 1,534 3,367(14 %)
California654 950 1,604718 1,415 2,133(25 %)
Colorado144 224 368— — N/A
Florida1,896 1,532 3,4282,388 1,606 3,994(14 %)
Metro New York— 1— 2(50 %)
Texas1,077 2,502 3,579130 1,577 1,707110 %
Total5,2486,62011,8685,0716,13211,203%

The total lots owned or controlled at September 30, 2024 increased 6% from September 30, 2023, primarily as a result of the Antares acquisition in April 2024. While we continue to deliver on owned homes and take possession of lots previously under contract, we are monitoring the market to appropriately manage future lot contracts. Our goal remains to maintain a strong balance sheet while entering into contracts for new lots when we are satisfied that the timing and metrics support our actions.

Results of Operations by Segment

Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
Pretax income (loss)(dollars in thousands)(dollars in thousands)
Arizona$7,792 $5,253 $12,625 $4,826 
California9,580 9,795 28,788 17,184 
Colorado167 — (1,913)— 
Florida2,026 4,378 7,850 23,993 
Metro New York(636)(917)(2,885)(1,818)
Texas(1,142)(1,383)(5,880)(4,144)
Corporate(2,898)(4,577)(18,387)(14,246)
Total$14,889 $12,549 $20,198 $25,795 

Our Arizona segment recorded pretax income of $7.8 million and $12.6 million in the three and nine months ended September 30, 2024 compared to pretax income of $5.3 million and $4.8 million in the comparable periods in 2023. The increase in pretax income during the current periods was primarily due to an increase in deliveries and home sales revenue despite the incentives required to continue to close homes at our desired pace as well as slightly lower sales, marketing, and general and administrative (“SG&A”) expenses as a percentage of home sales revenue during the current periods.

Our California segment recorded pretax income of $9.6 million and $28.8 million for the three and nine months ended September 30, 2024 compared to pretax income of $9.8 million and $17.2 million in the comparable period in 2023. The increase in pretax income during the nine-month period was primarily due to a comparative increase in deliveries and home sales revenue as well as lower SG&A expenses as a percentage of home sales revenue compared to the corresponding periods in the prior year. This was partially offset by increased costs of home sales resulting in lower gross margins.

Colorado operations began in October 2023 with the acquisition of the assets of Richfield. Our Colorado segment recorded pretax income of $0.2 million and pretax loss of $1.9 million for the three and nine months ended September 30, 2024, respectively.

Our Florida segment recorded pretax income of $2.0 million and $7.9 million for the three and nine months ended September 30, 2024 compared to pretax income of $4.4 million and $24.0 million in the comparable period in 2023. As noted above, slower net new orders during much of 2023 driven primarily by rising mortgage interest rates resulted in lower deliveries in the nine months
Landsea Homes Corp. | Q3 2024 Form 10-Q | 30


ended September 30, 2024. Lower gross margins driven primarily by the need for incentives as well as higher SG&A expenses as a percentage of home sales revenue compared to the corresponding periods in the prior year have suppressed the segment’s net income. Increased incentives and marketing efforts have been effective in increasing net new orders and we expect to see those deliveries and increased revenue reflected in upcoming quarters. Higher inflation and mortgage interest rates may still present challenges in the near future.

The Metro New York segment recorded a pretax loss of $0.6 million and $2.9 million for the three and nine months ended September 30, 2024 compared to pretax loss of $0.9 million and $1.8 million in the comparable period in 2023. We continue to wind down the sales and deliveries activities in this segment.

Our Texas segment recorded pretax loss of $1.1 million and $5.9 million for the three and nine months ended September 30, 2024 compared to pretax loss of $1.4 million and $4.1 million in the comparable period in 2023. During the three and nine months ended September 30, 2024, our Texas segment began integrating the operations of Antares following the acquisition in April 2024, which led to incremental costs from Antares’ operations. Additionally, gross margins at Texas are subject to the effects of purchase price accounting adjustments which increased the book value of our real estate inventories at the time of acquisition and will continue to result in lower gross margins for a period of time until the acquired inventories are delivered.

We have also identified our Corporate operations as a non-operating segment, as it serves to support the business’s operations through functional departments such as executive, finance, treasury, human resources, accounting, and legal. The majority of the Corporate personnel and resources are dedicated to activities relating to the business’s operations and are allocated accordingly. The Corporate non-operating segment generated a larger pretax loss during the nine months ended September 30, 2024 compared to the prior year period primarily due to transaction costs resulting from the Antares acquisition and the secondary offering in the first half of the year. Debt costs related to the issuance of senior notes and the modification of our revolving credit facility including the write-off of previous deferred financing costs, as well as one-time severance costs also contributed to the corporate operations costs.

Sales, Marketing, and General and Administrative Expenses

Three Months Ended September 30,As a Percentage of Home Sales
2024202320242023
(dollars in thousands)
Sales and marketing expenses$23,445 $16,930 7.2 %6.6 %
General and administrative expenses21,932 25,463 6.7 %9.9 %
Total sales, marketing, and G&A expenses$45,377 $42,393 13.9 %16.5 %

Nine Months Ended September 30,As a Percentage of Home Sales
2024202320242023
(dollars in thousands)
Sales and marketing expenses$66,596 $51,672 6.4 %6.5 %
General and administrative expenses77,569 74,223 7.5 %9.4 %
Total sales, marketing, and G&A expenses$144,165 $125,895 13.9 %15.9 %

For the three and nine months ended September 30, 2024, sales and marketing expenses increased compared to the prior year period primarily due to the increasing volume of sales and deliveries and thus related commission costs as well as higher marketing and advertising costs in the current period. General and administrative (“G&A”) costs also increased during the nine months ended September 30, 2024 primarily due to transaction costs associated with the Antares acquisition and one-time severance costs. Continuing compensation and other administrative costs grew as we brought on the additional employees related to the Antares acquisition. G&A costs decreased during the three months ended September 30, 2024 compared to the corresponding prior period due to lower compensation, including the effects of the recent reduction-in-force, partially offset by additional costs from the Antares acquisition.

The SG&A expense rate as a percentage of home sales revenue for the three and nine months ended September 30, 2024 was 13.9% and 13.9%, a decrease of 2.6% and 2.0% from the prior year periods, respectively. The SG&A expense rate decreased primarily due to higher deliveries and home sales revenue in the current periods compared to the corresponding period in the prior year. This
Landsea Homes Corp. | Q3 2024 Form 10-Q | 31


more than offset the increases in SG&A expenses discussed above. We expect to continue to be able to further leverage our G&A base, including wages, and reduce the percentage of SG&A compared to home sales revenue in future periods.

Other income (expense), net

Other income (expense), net for the three and nine months ended September 30, 2024 is primarily the result of income from our Landsea Elements activities. During the nine months ended September 30, 2024 the results were offset by a $5.2 million write-off of previously deferred financing costs associated with the amendment of the revolving credit facility in April 2024.

Provision for Income Taxes

Income taxes for the three and nine months ended September 30, 2024 were $3.5 million and $4.8 million, respectively. Income taxes for the three and nine months ended September 30, 2023 was $3.1 million and $6.3 million, respectively. The effective tax rate for the three and nine months ended September 30, 2024 was 23.5% and 24.0% compared to 24.4% and 24.5% for the three and nine months ended September 30, 2023. The difference between the statutory tax rate and the effective tax rate for the three and nine months ended September 30, 2024 was primarily related to state income taxes net of federal income tax benefits and estimated deduction limitations for executive compensation under Section 162(m), partially offset by tax credits for energy-efficient homes. The difference between the statutory tax rate and the effective tax rate for the three and nine months ended September 30, 2023, was primarily related to state income taxes net of federal income tax benefits and estimated deduction limitations for executive compensation under Section 162(m), partially offset by tax credits for energy-efficient homes.

The accounting for deferred taxes is based upon estimates of future results. Differences between the anticipated and actual outcomes of these future results could have a material impact on our consolidated results of operations or financial position. Also, changes in existing federal and state tax laws and tax rates could affect future tax results and the valuation of our deferred tax assets.

Critical Accounting Estimates
Critical accounting estimates are those that we believe are both significant and that require us to make difficult, subjective, or complex judgments, often because we need to estimate the effect of inherently uncertain matters. We base our estimates and judgments on historical experience and other factors that we believe to be appropriate under the circumstances. Actual results may differ from these estimates, and the estimates included in the consolidated financial statements might be impacted if we used different assumptions or conditions. There have been no material changes to our critical accounting estimates as compared to those described in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 29, 2024.
Liquidity and Capital Resources
Overview
As of September 30, 2024, we had $36.3 million of cash, cash equivalents, and cash held in escrow, a $132.4 million decrease from December 31, 2023. The change was primarily due to the acquisition of Antares, net paydowns of our revolving credit facility, and ordinary business activities as cash from home deliveries was primarily reinvested to acquire and construct additional real estate inventories. This was partially offset by cash receipts from the issuance of $300 million of senior notes. See below for additional information on the senior notes. Cash held in escrow represents closings happening immediately before quarter-end in which we received the funds from the title company subsequent to September 30, 2024.
Our principal sources of capital are cash generated from home and land sales activities, borrowings under our credit facility, and proceeds from the sale of senior notes. Principal uses of capital are land purchases, land development, home construction, repayments on the credit facility, the acquisition of other homebuilders, and the payment of routine liabilities.
Cash flows for each community depend on the community’s stage in the development cycle and can differ substantially from reported earnings. Early stages of development or expansion require significant cash outlays for land acquisitions, entitlements and other approvals, and construction of model homes, roads, utilities, general landscaping, and other amenities. Given that these costs are a component of inventory and not recognized in the consolidated statements of operations until a home closes, we incur significant cash outlays prior to recognizing earnings. In the later stages of community development, cash inflows may significantly exceed earnings reported for financial statement purposes, as the cash outflow associated with home and land construction was previously incurred. From a liquidity standpoint, we are actively acquiring and developing lots in our markets to maintain and grow our supply of lots and active selling communities.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 32


We expect to generate cash from the sale of inventory including homes under construction. We generally intend to re-deploy the cash generated from the sale of inventory to acquire and develop strategic, well-positioned lots that represent opportunities to generate future income and cash flows by allocating capital to best position us for long-term success. When it meets our strategic goals, we may continue to purchase companies that strengthen our position in markets in a way that would not be possible with organic growth. As we continue to expand our business, we expect that our cash outlays for land purchases and development may, at times, exceed our cash generated by operations.
We intend to utilize debt as part of our ongoing financial strategy, coupled with redeployment of cash flows from operations to finance our business. We believe the continued strength of our balance sheet and operating platform position us well to continue to execute our growth strategy and are focused on reducing our leverage ratios over time, with approximate targets for our debt to capital and net debt to total capital ratios in the mid-40s and mid-30s, respectively. As of September 30, 2024, we had outstanding borrowings of $757.4 million in aggregate principal, excluding discount and deferred loan costs, and had $226.7 million in additional borrowing capacity under our credit facility. We will consider several factors when evaluating our level of indebtedness and when making decisions regarding the incurrence of new indebtedness, including the purchase price of assets to be acquired with debt financing, the market value of our assets and the ability of particular assets, and our business as a whole, to generate cash flow to cover the expected debt service. In addition, our Amended Credit Agreement and the agreements governing our Senior Notes (both as defined below) contain certain financial covenants, among other things, which limit the amount of leverage we can maintain, as well as minimum tangible net worth and liquidity requirements.
We believe that we will be able to fund our current and foreseeable liquidity needs with our cash on hand, cash generated from operations, and cash expected to be available from our credit facility or through accessing debt or equity capital as needed.

Line of Credit Facility
In October 2021, the Company entered into a line of credit agreement which was amended in April 2024 (the “Amended Credit Agreement”). The Amended Credit Agreement provides for a senior unsecured borrowing of up to $455.0 million of which there was $207.4 million outstanding as of September 30, 2024. As part of the amendment, the Company wrote off $5.2 million of previously deferred financing costs associated with the line of credit facility prior to the amendment. This write-off is included in other (expense) income, net on the consolidated statements of operations. The Company may increase the borrowing capacity up to $850.0 million, under certain conditions. Funds available under the Amended Credit Agreement are subject to a borrowing base requirement which is calculated on specified percentages of our real estate inventories. The Borrowings under the Amended Credit Agreement bear interest at a daily simple Secured Overnight Financing Rate (“SOFR”) rate, a term SOFR rate, or a base rate (in each case calculated in accordance with the Amended Credit Agreement), plus, in each case, an applicable margin. The applicable margin is adjusted by reference to a grid based on a leverage ratio calculated in accordance with the Amended Credit Agreement. As of September 30, 2024, the applicable margin was 3.40%. The Amended Credit Agreement matures in April 2027. The Amended Credit Agreement matures in April 2027. As of September 30, 2024, the interest rate on the loan was 8.23%.
Senior Notes
In July 2023, the Company entered into a senior unsecured note (the “Note Purchase Agreement”). The Note Purchase Agreement provided for the private placement of $250.0 million aggregate principal amount of 11.0% senior notes (the “11.0% Senior Notes”). The Company received the proceeds, net of discount and fees, in July 2023. The 11.0% Senior Notes mature in July 2028.
In April 2024, the Company completed the sale to certain purchasers of $300.0 million of 8.875% senior notes (the “8.875% Senior Notes”, together with the 11.0% Senior Notes, the “Senior Notes”).The Company received the proceeds, net of fees, in April 2024. The 8.875% Senior Notes mature in April 2029.
Our Senior Notes are not secured, however, the agreements governing the Senior Notes contain some restrictions on secured debt and other transactions. Our Senior Notes are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by most of our homebuilding segment subsidiaries. The Senior Notes are redeemable in whole or in part at any time at our option, with a standard make whole provision until July 17, 2025 then at premiums that vary based upon the remaining term of the Senior Notes to be redeemed.
Landsea Homes Corp. | Q3 2024 Form 10-Q | 33


Financial Covenants

The Amended Credit Agreement and the Note Purchase Agreement have certain financial covenants, including requirements for us to maintain a minimum liquidity balance, minimum tangible net worth as well as maximum leverage and interest coverage ratios. See the table below for the covenant calculations.

September 30, 2024December 31, 2023
Financial CovenantsActualCovenant RequirementActualCovenant Requirement
(dollars in thousands)(dollars in thousands)
Minimum Liquidity Covenant (1)
$246,761$50,000$431,265$50,000
Interest Coverage Ratio (2)
2.032.002.182.00
Tangible Net Worth (3)
$518,821$399,987$619,713$410,578
Maximum Leverage Ratio (4)
58.0 %<60%39.3 %<60%
(1)     Based on cash, cash held in escrow, and undrawn availability under the Amended Credit Agreement
(2)     Calculated as the trailing twelve months adjusted EBITDA divided by interest incurred over that same period.
(3)    Calculated as total assets, less goodwill and other intangible assets, less total liabilities.
(4)    Calculated as debt, net of certain cash amounts, divided by that same net debt balance plus tangible net worth.

The Amended Credit Agreement and agreements governing the Senior Notes also contain certain restrictive covenants, including limitations on incurrence of other indebtedness, liens, dividends and other distributions, asset dispositions, restricted payments, investments, and limitations on fundamental changes. They contain customary events of default for such facilities, subject to cure periods in certain circumstances, which would result in the termination of the commitments in the case of the Amended Credit Agreement and permit the lenders or holders, as applicable, to accelerate payment on outstanding amounts. These events of default include nonpayment of principal, interest, and fees or other amounts; breach of covenants, including those described above; inaccuracy of representations and warranties; cross default to certain other indebtedness; unpaid judgments; and certain bankruptcy and other insolvency events. As of September 30, 2024, we were in compliance with all covenants under each of our Amended Credit Agreement and the agreements governing the Senior Notes.

Letters of Credit and Performance Bonds

In the ordinary course of business, and as part of the entitlement and development process, the Company’s subsidiaries are required to provide performance bonds to assure completion of certain public facilities. The Company had $115.8 million and $109.3 million of performance bonds outstanding at September 30, 2024 and December 31, 2023, respectively.

Cash Flows—Nine Months Ended September 30, 2024 Compared to the Nine Months Ended September 30, 2023

For the nine months ended September 30, 2024 and 2023, the comparison of cash flows is as follows:

Net cash used in operating activities was $18.2 million during the nine months ended September 30, 2024 compared to net cash provided by operating activities of $2.1 million during the same period in 2023. The decrease in net cash from operating activities was primarily due to a $43.6 million increase in cash spent on real estate inventories and a $25.0 million increase in cash spent on other assets compared to the prior period. These cash movements were partially offset by an increase of $38.9 million compared to the prior period in collections of cash held in escrow, as well as fewer payments on accounts payable and accrued expenses in the normal course of business resulting in an increase of $10.1 million in cash from operating activities.

Net cash used in investing activities was $240.1 million during the nine months ended September 30, 2024, compared to $5.5 million during the same period in 2023. This difference was related to payments of $235.0 million, net of cash received, which we made in connection with our acquisition of Antares in April 2024, while we did not acquire any businesses in the prior period.

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Net cash provided by financing activities was $171.0 million during the nine months ended September 30, 2024, compared to $13.3 million during the same period in 2023. The increase in cash received was primarily due to the issuance of $300.0 million worth of senior notes during the nine months ended September 30, 2024 compared to $242.5 million, net of discount, in the prior period. We also had net proceeds of $14.9 million from other financing transactions, less net repayments on the revolving credit facility of $81.7 million, and $14.7 million less spent on repurchases of our common stock compared to the prior period. This was partially offset by a $9.9 million increase in cash distributions to a partner which holds a noncontrolling interest in one of our consolidated joint ventures.
Option Contracts

In the ordinary course of business, we enter into land purchase contracts in order to procure lots for the construction of homes. We are subject to customary obligations associated with entering into contracts for the purchase of land and improved lots. These purchase contracts typically require a cash deposit, and the purchase of properties under these contracts is generally contingent upon satisfaction of certain requirements, including obtaining applicable property and development entitlements. We also utilize option contracts with land sellers and others as a method of acquiring land in staged takedowns, to help manage the financial and market risk associated with land holdings, and to reduce the use of funds from financing sources. Option contracts generally require payment of a non-refundable deposit for the right to acquire lots over a specified period of time at pre-determined prices. Our obligations with respect to purchase contracts and option contracts are generally limited to the forfeiture of the related non-refundable cash deposits. As of September 30, 2024, we had outstanding purchase and option contracts totaling $713.3 million, net of $105.3 million related cash deposits (of which $1.7 million was refundable) pertaining to these contracts. As of December 31, 2023, we had outstanding purchase and option contracts totaling $663.1 million, net of $96.2 million related cash deposits (of which $1.0 million was refundable) pertaining to these contracts.
 
The utilization of land option contracts is dependent on, among other things, the availability of land sellers willing to enter into option takedown arrangements, the availability of capital to financial intermediaries to finance the development of optioned lots, general housing market conditions, and local market dynamics. Options may be more difficult to procure from land sellers in strong housing markets and are more prevalent in certain geographic regions.

Material Cash Requirements

As of September 30, 2024, there had been no material changes to our known contractual and other obligations appearing in the “Material Cash Requirements” section of Management’s Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2023, filed with the SEC on February 29, 2024.
Stock Repurchases
In March 2023, the Board of Directors authorized a stock repurchase program allowing for the repurchase of up to $10.0 million worth of common stock, with an expiration of December 31, 2023. In July 2023, the Board of Directors authorized additional capacity of approximately $3.3 million, with an expiration date of December 31, 2023, and an additional $10.0 million with no stated expiration date. In October 2023, the Board of Directors authorized additional capacity of $20.0 million with no stated expiration date. No additional stock repurchase authorizations occurred during the three and nine months ended September 30, 2024.
During the nine months ended September 30, 2024, the Company repurchased 534,436 shares of common stock for a total of $6.4 million, excluding commissions, which was recorded as a reduction to additional paid-in capital. During the three months ended September 30, 2024, the Company did not repurchase any shares of common stock. As of September 30, 2024, the Company had approximately $2.5 million in remaining capacity from previous authorizations. During the three and nine months ended September 30, 2023, the Company repurchased 1,391,867 and 2,360,736 shares of common stock for a total of $13.7 million and $21.2 million, respectively, excluding commissions, which was recorded as a reduction to additional paid-in capital. A portion of these shares were repurchased directly from the Company’s majority shareholder at the time. Refer to Note 9 – Related Party Transactions for additional information.
The timing and amount of repurchases are based on a variety of factors such as the market price of the Company's common stock, corporate and contractual requirements, market and economic conditions, and legal requirements.
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Seasonality

Historically, the homebuilding industry experiences seasonal fluctuations in quarterly operating results and capital requirements. We typically experience the highest new home order activity during the spring, although this activity is also highly dependent on the number of active selling communities, timing of new community openings and other market factors. Since it typically takes four to eight months to construct a new home, we deliver more homes in the second half of the year as spring and summer home orders convert to home deliveries. Because of this seasonality, home starts, construction costs, and related cash outflows have historically been highest in the third and fourth quarters, and the majority of cash receipts from home deliveries occur during the second half of the year. We expect this seasonal pattern to continue over the long-term, although it may be affected by volatility in the homebuilding industry.

Non-GAAP Financial Measures

We include non-GAAP financial measures, including adjusted home sales gross margin, EBITDA and adjusted EBITDA, net debt to total capital, and adjusted net income. These non-GAAP financial measures are presented to provide investors additional insights to facilitate the analysis of our results of operations. These non-GAAP financial measures are not in accordance with, or an alternative for, GAAP financial measures and may be different from non-GAAP financial measures used by other companies. In addition, these non-GAAP financial measures are not based on any comprehensive or standard set of accounting rules or principles. Accordingly, the calculation of our non-GAAP financial measures may differ from the definitions of non-GAAP financial measures other companies may use with the same or similar names. This limits, to some extent, the usefulness of this information for comparison purposes. Non-GAAP financial measures have limitations in that they do not reflect all of the amounts associated with our financial results as determined in accordance with GAAP. This information should only be used to evaluate our financial results in conjunction with the corresponding GAAP information. Accordingly, we qualify our use of non-GAAP financial measures whenever non-GAAP financial measures are presented.

Net Debt to Total Capital

The following table presents the ratio of debt to capital as well as the ratio of net debt to total capital, which is a non-GAAP financial measure. The ratio of debt to capital is computed as the quotient obtained by dividing total debt, net of issuance costs, by total capital (sum of total debt, net of issuance costs, plus total equity).

The non-GAAP ratio of net debt to total capital is computed as the quotient obtained by dividing net debt (which is total debt, net of issuance costs, less cash and cash equivalents as well as cash held in escrow to the extent necessary to reduce the debt balance to zero) by total capital. The most comparable GAAP financial measure is the ratio of debt to capital. We believe the ratio of net debt to total capital is a relevant financial measure for investors to understand the leverage employed in our operations and as an indicator of our ability to obtain financing. We believe that by deducting our cash from our debt, we provide a measure of our indebtedness that takes into account our cash liquidity. We believe this provides useful information as the ratio of debt to capital does not take into account our liquidity and we believe that the ratio of net debt to total capital provides supplemental information by which our financial position may be considered.

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See table below reconciling this non-GAAP measure to the ratio of debt to capital.

September 30, 2024December 31, 2023
(dollars in thousands)
Total notes and other debts payable, net$732,138 $543,774 
Total equity681,022 688,352 
Total capital$1,413,160 $1,232,126 
Ratio of debt to capital51.8 %44.1 %
 
Total notes and other debts payable, net$732,138 $543,774 
Less: cash and cash equivalents32,198 119,555 
Less: cash held in escrow4,054 49,091 
Net debt695,886 375,128 
Total capital$1,413,160 $1,232,126 
Ratio of net debt to total capital49.2 %30.4 %

EBITDA and Adjusted EBITDA

The following table presents EBITDA and Adjusted EBITDA for the three and nine months ended September 30, 2024 and 2023. Adjusted EBITDA is a non-GAAP financial measure used by management in evaluating operating performance. We define Adjusted EBITDA as net income before (i) income tax (benefit) expense, (ii) interest expenses, (iii) depreciation and amortization, (iv) real estate inventories impairment, (v) purchase accounting adjustments for acquired work in process inventory related to business combinations, (vi) loss on debt modification, (vii) transaction costs related to business combinations, (viii) write-off of deferred offering costs, and (ix) abandoned projects costs. We believe Adjusted EBITDA provides an indicator of general economic performance that is not affected by fluctuations in interest, effective tax rates, levels of depreciation and amortization, and items considered to be non-recurring. Accordingly, we believe this measure is useful for comparing our core operating performance from period to period.

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Our presentation of Adjusted EBITDA should not be considered as an indication that our future results will be unaffected by unusual or non-recurring items.

Three Months Ended September 30,
20242023
(dollars in thousands)
Net income$11,391 $9,483 
Provision for income taxes3,498 3,066 
Interest in cost of sales13,643 10,006 
Depreciation and amortization expense2,129 1,221 
EBITDA30,661 23,776 
Real estate inventories impairment
800 — 
Purchase price accounting in cost of home sales5,604 3,865 
Transaction costs664 600 
Abandoned project costs(52)433 
Adjusted EBITDA$37,677 $28,674 

Nine Months Ended September 30,
20242023
(dollars in thousands)
Net income$15,360 $19,472 
Provision for income taxes4,838 6,323 
Interest in cost of sales42,224 21,878 
Depreciation and amortization expense5,299 3,778 
EBITDA67,721 51,451 
Real estate inventories impairment
800 4,700 
Purchase price accounting in cost of home sales16,679 14,060 
Transaction costs5,253 633 
Write-off of offering costs— 436 
Abandoned project costs1,902 745 
Loss on debt modification5,180 — 
Adjusted EBITDA$97,535 $72,025 
Adjusted Net Income

Adjusted Net Income attributable to Landsea Homes is a non-GAAP financial measure that we believe is useful to management, investors and other users of our financial information in evaluating and understanding our operating results without the effect of certain expenses that were historically pushed down by our parent company and other non-recurring items. We believe excluding these items provides a more comparable assessment of our financial results from period to period. Adjusted Net Income attributable to Landsea Homes is calculated by excluding the effects of related party interest that was pushed down by our parent company, purchase accounting adjustments for acquired work in process inventory related to business combinations, loss on debt
Landsea Homes Corp. | Q3 2024 Form 10-Q | 38


modification, and real estate inventories impairment, and tax-effected using a blended statutory tax rate. We adjust for the expense of related party interest pushed down from our parent company as we have no obligation to repay the debt and related interest.

Three Months Ended September 30,
20242023
(dollars in thousands)
Net income attributable to Landsea Homes Corporation$11,110 $8,596 
Real estate inventories impairment800 — 
Pre-Merger capitalized related party interest included in cost of sales10 324 
Purchase price accounting for acquired inventory5,604 3,865 
Total adjustments6,414 4,189 
Tax-effected adjustments (1)
4,783 3,088 
Adjusted net income attributable to Landsea Homes Corporation$15,893 $11,684 

Nine Months Ended September 30,
20242023
(dollars in thousands)
Net income attributable to Landsea Homes Corporation$14,185 $16,761 
 
Real estate inventories impairment800 4,700 
Pre-Merger capitalized related party interest included in cost of sales129 1,587 
Purchase price accounting for acquired inventory16,679 14,060 
Loss on debt modification5,180 — 
Total adjustments22,788 20,347 
Tax-effected adjustments (1)
16,994 14,997 
 
Adjusted net income attributable to Landsea Homes Corporation$31,179 $31,758 
(1)    Our tax-effected adjustments are based on our federal rate and a blended state rate adjusted for certain discrete items.

Landsea Homes Corp. | Q3 2024 Form 10-Q | 39


Item 3. Quantitative and Qualitative Disclosures about Market Risk

Due to the nature of homebuilding and our business we are exposed to market risks in the ordinary course of our business, including the effects of interest rate changes and inflation as described below. We are also exposed to market risk from fluctuations in our stock prices and related characteristics.

Interest Rates

Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates and commodity prices. The Company’s primary exposure to market risk is interest rate risk associated with (i) variable rate debt such as our revolving credit facility and (ii) demand and pricing pressure with respect to home sales. Borrowings under our credit facility bear interest at a floating rate based on a daily simple SOFR rate, a term SOFR rate, or a base rate (in each case calculated in accordance with the Amended Credit Agreement). The Senior Notes bear interest on the outstanding amount at fixed rates of 11.0% and 8.875% per annum, and therefore are not subject to fluctuations in interest rates. Higher interest rates are associated with downward demand and pricing pressure with respect to home sales and we may need to provide mortgage interest-related incentives to consumers to remain competitive in certain markets. For a more complete discussion of the impact of interest rates on our results of operations, see Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

Inflation

Operations can be adversely impacted by inflation, primarily from higher land, financing, labor, material, and construction costs. In addition, inflation can lead to higher mortgage rates, which can significantly affect the affordability of mortgage financing to homebuyers. While we attempt to pass on cost increases to customers through increased prices, when weak housing market conditions exist, we are often unable to offset cost increases with higher selling prices.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Our management, under the supervision of our Company’s Chief Executive Officer and our Chief Financial Officer, evaluated the effectiveness of the Company’s disclosure controls and procedures as defined in Rules 13a- 15(e) and 15d- 15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”) as of September 30, 2024 (the “Evaluation Date”). Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures: (a) are effective to ensure that information required to be disclosed by the Company in the reports filed or submitted under the Exchange Act is recorded, processed, summarized, and reported within the time periods specified in the SEC’s rules and forms; and (b) include controls and procedures designed to ensure that information required to be disclosed by the Company in such reports is accumulated and communicated to Company’s management, including the CEO and the CFO, as appropriate, to allow timely discussions regarding required disclosure.

Changes in Internal Control over Financial Reporting

There was no change in the Company’s internal control over financial reporting that occurred during the quarter ended September 30, 2024 that has materially affected, or is reasonably likely to materially affect, our internal control over financial reporting.

Landsea Homes Corp. | Q3 2024 Form 10-Q | 40


PART II. OTHER INFORMATION

Item 1. Legal Proceedings

See Part 1, Item1, “Note 8 – Commitments and Contingencies - Legal.”

Item 1A. Risk Factors

Other than the below, there have been no material changes to the risk factors we previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023 that was filed with the SEC on February 29, 2024.

Because Landsea Green holds a significant percentage of our common stock, it may influence the outcome of major corporate decisions, and the interests of Landsea Green and its affiliates, including certain of our directors, may conflict with the interests of our other stockholders.

Landsea Green Management Limited (“Landsea Green”) currently holds, indirectly, approximately 24.9% of our common stock, and we are party to an amended and restated stockholder’s agreement with Landsea Holdings Corporation, a wholly owned, indirect subsidiary of Landsea Green. As a result, Landsea Green is able to influence matters requiring approval by our stockholders or our board of directors, including the election of directors, the selection of senior management, disposals of assets or business, amendments to our certificate of incorporation and bylaws, and the size and timing of annual budgets, increases or decreases in stock capital and issuances of new securities.

Landsea Green may have interests that are different from, and potentially adverse to, our other stockholders and may vote in a way with which our other stockholders disagree. In addition, certain of our directors are currently affiliated with Landsea Green, and, as a result, may have real or apparent conflicts of interest on matters affecting both us and Landsea Green, which in some cases may have interests adverse to ours. Landsea Green’s concentration of ownership could also negatively affect our ability to obtain financing required for opportunistic investments or to offset periods of net losses or financial distress, or have the effect of delaying or preventing a change in control or otherwise discouraging a potential acquirer from attempting to obtain control of us, which could prevent us from taking advantage of business opportunities, decrease our ability to avoid defaults under our obligations or cause the market price of our common stock to decline.

While we are no longer a “controlled company” within the meaning of Nasdaq rules, we may continue to rely on exemptions from certain Nasdaq corporate governance requirements during a one-year transition period.

Until March 8, 2024, Landsea Green beneficially owned a majority of the voting power of all outstanding shares of our common stock, making us a “controlled company.” Pursuant to Nasdaq listing standards, a “controlled company” may elect not to comply with certain Nasdaq listing standards that would otherwise require it to have a board of directors comprised of a majority of independent directors, a compensation committee that has a formal written charter and is comprised solely of independent directors and independent director oversight of director nominations. Our Board of directors is currently composed of a majority of independent directors. Our compensation committee and our nominating and corporate governance committee are also composed of a majority of independent directors, but are not required to consist entirely of independent directors until the end of the one-year transition period. Accordingly, until the end of the transition period, our stockholders will not have the same protections afforded to stockholders of companies that are subject to all of the Nasdaq corporate governance requirements.

The Committee of Foreign Investment in the United States (“CFIUS”) may modify, delay or prevent our future acquisition or investment activities, and U.S. state or federal laws or regulations may make it more difficult for us to operate in the United States.

For so long as Landsea Green retains a material ownership interest in us, we will be deemed a “foreign person” under the regulations relating to CFIUS. As such, acquisitions of or investments in U.S. businesses, including foreign businesses with U.S. subsidiaries, may be subject to CFIUS review, the scope of which includes, among other things, certain non-passive, non-controlling investments (including certain investments in entities that hold or process personal information about U.S. nationals), certain acquisitions of real estate even with no underlying U.S. business, transactions the structure of which is designed or intended to evade or circumvent CFIUS jurisdiction, and any transaction resulting in a “change in the rights” of a foreign person in a U.S. business if that change could result in either control of the business or a covered non-controlling investment. The Foreign Investment Risk Review Modernization
Landsea Homes Corp. | Q3 2024 Form 10-Q | 41


Act of 2018 (“FIRRMA”) also subjects certain categories of investments to mandatory filings. If a particular proposed acquisition or investment in a U.S. business falls within CFIUS’s jurisdiction, we may determine that we are required to make a mandatory filing or that we will submit to CFIUS review on a voluntary basis, or to proceed with the transaction without submitting to CFIUS and risk CFIUS intervention, before or after closing the transaction. CFIUS may decide to block or delay an acquisition or investment by us, impose conditions with respect to such acquisition or investment or order us to divest all or a portion of a U.S. business that we acquired without first obtaining CFIUS approval, which may limit the attractiveness of or prevent us from pursuing certain acquisitions or investments that we believe would otherwise be beneficial to us and our stockholders. In addition, among other things, FIRRMA authorizes CFIUS to prescribe regulations defining “foreign person” differently in different contexts, which could result in less favorable treatment for investments and acquisitions by companies from countries of “special concern.” If such future regulations impose additional burdens on acquisition and investment activities involving PRC and PRC-controlled entities, our ability to consummate transactions falling within CFIUS’s jurisdiction that might otherwise be beneficial to us and our stockholders may be hindered. In addition, U.S. state or federal laws or regulations may restrict our normal business operations in the United States for so long as any China-domiciled individual or entities with their principal places of business in China (including Landsea Green), own a significant percentage of our outstanding shares of common stock, which could limit future growth in such jurisdictions. For example, a law that recently became effective in Florida prohibits, with limited exemptions, certain China-related persons and entities from, directly or indirectly, owning, having a controlling interest in, or acquiring certain real estate in Florida, including agricultural land or property located in proximity to military installations or critical infrastructure facilities. While we believe that the reduction of Landsea Green’s ownership to below 25% of our common stock and other steps taken to insulate decisions with respect to Florida real property from Landsea Green’s influence will be sufficient to prevent us from being subject to restrictions under this law, which is also subject to ongoing administrative interpretation and court challenges, these steps may be determined not to be sufficient, and our operations and future growth in Florida, or in any other jurisdiction which enacts a similar law, could be curtailed.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

The following table sets forth information concerning the Company’s repurchases of common stock during the three months ended September 30, 2024.

Total Number of Shares PurchasedAverage Price Paid per ShareTotal Number of Shares Purchased as Part of Publicly Announced Plans or Programs
Approximate Dollar Value of Shares that may yet be Purchased Under the Plans or Programs
(in millions)(1)
July 1, 2024 - July 31, 2024— $— — $2.5 
August 1, 2024 - August 31, 2024— $— — $2.5 
September 1, 2024 - September 30, 2024— $— — $2.5 
(1)    In March 2023, the Board of Directors authorized a stock repurchase program allowing for the repurchase of up to $10.0 million worth of common stock with an expiration of December 31, 2023. In July 2023, the Board of Directors authorized additional capacity of approximately $3.3 million, with an expiration date of December 31, 2023, and an additional $10.0 million with no stated expiration date. In October 2023, the Board of Directors authorized additional capacity of $20.0 million with no stated expiration date. During the year ended December 31, 2023, the Company repurchased 3,635,033 shares of common stock for a total of $34.4 million. During the nine months ended September 30, 2024, the Company repurchased 534,436 shares of common stock for a total of $6.4 million. The Company did not repurchase any shares of common stock during the three months ended September 30, 2024. As of September 30, 2024, the Company had approximately $2.5 million in remaining authorized capacity.
This table does not include shares tendered to satisfy the exercise price in connection with cashless exercises of employee stock options or shares tendered to satisfy tax withholding obligations in connection with employee equity awards.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information
(c) Trading Plans
Landsea Homes Corp. | Q3 2024 Form 10-Q | 42


During the quarter ended September 30, 2024, no director or Section 16 officer adopted or terminated any Rule 10b5-1 trading arrangements or non-Rule 10b5-1 trading arrangements (in each case, as defined in Item 408(a) of Regulation S-K)

Item 6. Exhibits

Exhibit NumberExhibit Description
101
The following financial statements from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in Inline XBRL: (i) Consolidated Balance Sheets as of September 30, 2024 and December 31, 2023; (ii) Consolidated Statements of Operations for the three and nine months ended September 30, 2024 and 2023, (iii) Consolidated Statements of Equity for the three and nine months ended September 30, 2024 and 2023; (iv) Consolidated Statements of Cash Flows for the nine months ended September 30, 2024 and 2023 and (v) Notes to Consolidated Financial Statements, tagged as blocks of text and including detailed tags.
104
The cover page from the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2024, formatted in Inline XBRL (included as Exhibit 101).

*    Filed herewith.
**    Furnished herewith.


Landsea Homes Corp. | Q3 2024 Form 10-Q | 43


SIGNATURES

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

Landsea Homes Corporation
Date: November 4, 2024By:/s/ John Ho
John Ho
Chief Executive Officer
(Principal Executive Officer)
Date: November 4, 2024By:/s/ Chris Porter
Chris Porter
Chief Financial Officer
(Principal Financial Officer)


Landsea Homes Corp. | Q3 2024 Form 10-Q | 44

EXHIBIT 31.1
CERTIFICATIONS

I, John Ho, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Landsea Homes Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit



committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:November 4, 2024
By:/s/ John Ho
Name:John Ho
Title:Chief Executive Officer
(Principal Executive Officer)


EXHIBIT 31.2
CERTIFICATIONS

I, Chris Porter, certify that:

1.I have reviewed this quarterly report on Form 10-Q of Landsea Homes Corporation;

2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.The registrant’s other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit



committee of the registrant’s board of directors (or persons performing the equivalent functions):

a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and

b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:November 4, 2024
By:/s/ Chris Porter
Name:Chris Porter
Title:Chief Financial Officer
(Principal Financial Officer)



EXHIBIT 32.1
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

In connection with the quarterly report of Landsea Homes Corporation (the “Company”) on Form 10-Q for the period ended September 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, John Ho, Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1.the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:November 4, 2024
By:/s/ John Ho
Name:John Ho
Title:Chief Executive Officer
(Principal Executive Officer)



EXHIBIT 32.2
CERTIFICATION PURSUANT TO 18 U.S.C. SECTION 1350

In connection with the quarterly report of Landsea Homes Corporation (the “Company”) on Form 10-Q for the period ended September 30, 2024, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Chris Porter, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that to the best of my knowledge:

1.the Report fully complies with the requirements of section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date:November 4, 2024
By:/s/ Chris Porter
Name:Chris Porter
Title:Chief Financial Officer
(Principal Financial Officer)


v3.24.3
Cover - shares
9 Months Ended
Sep. 30, 2024
Oct. 30, 2024
Entity Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2024  
Document Transition Report false  
Entity File Number 001-38545  
Entity Registrant Name Landsea Homes Corporation  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 82-2196021  
Entity Address, Address Line One 1717 McKinney Avenue  
Entity Address, Address Line Two Suite 1000  
Entity Address, City or Town Dallas  
Entity Address, State or Province TX  
Entity Address, Postal Zip Code 75202  
City Area Code 949  
Local Phone Number 345-8080  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   36,282,883
Entity CIK 0001721386  
Amendment Flag false  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2024  
Document Fiscal Period Focus Q3  
Common Class A | NASDAQ    
Entity Information [Line Items]    
Title of 12(b) Security Common Stock, par value $0.0001 per share  
Trading Symbol LSEA  
Security Exchange Name NASDAQ  
Warrant | NASDAQ    
Entity Information [Line Items]    
Title of 12(b) Security Warrants exercisable for Common Stock  
Trading Symbol LSEAW  
Security Exchange Name NASDAQ  
v3.24.3
Consolidated Balance Sheets - (Unaudited) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Assets    
Cash and cash equivalents $ 32,198 $ 119,555
Cash held in escrow 4,054 49,091
Real estate inventories 1,408,277 1,121,726
Due from affiliates 5,429 4,348
Goodwill 155,597 68,639
Other assets 121,056 107,873
Total assets 1,726,611 1,471,232
Liabilities    
Accounts payable 95,923 77,969
Accrued expenses and other liabilities 216,647 160,256
Due to affiliates 881 881
Line of credit facility, net  202,477 307,631
Senior notes, net 529,661 236,143
Total liabilities 1,045,589 782,880
Commitments and contingencies (Note 8)
Stockholders’ equity:    
Preferred stock, $0.0001 par value, 50,000,000 shares authorized, none issued and outstanding as of September 30, 2024 and December 31, 2023, respectively 0 0
Common stock, $0.0001 par value, 500,000,000 shares authorized, 41,678,878 issued and 36,282,883 outstanding as of September 30, 2024, 41,382,453 issued and 36,520,894 outstanding as of December 31, 2023 4 4
Additional paid-in capital 461,059 465,290
Retained earnings 201,769 187,584
Total stockholders’ equity 662,832 652,878
Noncontrolling interests 18,190 35,474
Total equity 681,022 688,352
Total liabilities and equity $ 1,726,611 $ 1,471,232
v3.24.3
Consolidated Balance Sheets - (Unaudited) (Parenthetical) - $ / shares
Sep. 30, 2024
Dec. 31, 2023
Statement of Financial Position [Abstract]    
Preferred stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Preferred stock, shares authorized (in shares) 50,000,000.0 50,000,000
Preferred stock, shares issued (in shares) 0 0
Preferred stock, shares outstanding (in shares) 0 0
Common stock, par value (in dollars per share) $ 0.0001 $ 0.0001
Common stock, shares authorized (in shares) 500,000,000.0 500,000,000
Common stock, shares issued (in shares) 41,678,878 41,382,453
Common stock, shares outstanding (in shares) 36,282,883 36,520,894
v3.24.3
Consolidated Statements of Operations - (Unaudited) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Revenue $ 338,472 $ 277,348 $ 1,063,656 $ 812,332
Cost of sales 279,655 223,062 897,202 663,412
Gross margin 58,817 54,286 166,454 148,920
Sales and marketing expenses 23,445 16,930 66,596 51,672
General and administrative expenses 21,932 25,463 77,569 74,223
Total operating expenses 45,377 42,393 144,165 125,895
Income from operations 13,440 11,893 22,289 23,025
Other income (expense), net 1,449 656 (2,091) 2,770
Pretax income 14,889 12,549 20,198 25,795
Provision for income taxes 3,498 3,066 4,838 6,323
Net income 11,391 9,483 15,360 19,472
Net income attributable to noncontrolling interests 281 887 1,175 2,711
Net income attributable to Landsea Homes Corporation $ 11,110 $ 8,596 $ 14,185 $ 16,761
Income per share:        
Basic (in dollars per share) $ 0.31 $ 0.22 $ 0.39 $ 0.43
Diluted (in dollars per share) $ 0.30 $ 0.22 $ 0.39 $ 0.42
Weighted average common shares outstanding:        
Basic (in shares) 36,279,056 38,336,100 36,252,957 39,402,507
Diluted (in shares) 36,497,337 38,440,392 36,548,768 39,549,035
Home sales        
Revenue $ 325,610 $ 258,062 $ 1,036,384 $ 790,199
Cost of sales 270,091 209,753 874,724 647,642
Gross margin 55,519 48,309 161,660 142,557
Lot sales and other        
Revenue 12,862 19,286 27,272 22,133
Cost of sales 9,564 13,309 22,478 15,770
Gross margin $ 3,298 $ 5,977 $ 4,794 $ 6,363
v3.24.3
Consolidated Statements of Equity - (Unaudited) - USD ($)
$ in Thousands
Total
Total stockholders' equity
Common Stock
Additional paid-in capital
Retained earnings
Noncontrolling interests
Beginning balance (in shares) at Dec. 31, 2022     40,884,268      
Beginning balance at Dec. 31, 2022 $ 710,319 $ 655,950 $ 4 $ 497,598 $ 158,348 $ 54,369
Increase (Decrease) in Shareholders' Equity            
Shares issued under share-based awards (in shares)     267,782      
Stock options exercised (in shares)     3,877      
Stock options exercised 37 37   37    
Cash paid for shares withheld for taxes (695) (695)   (695)    
Stock-based compensation 2,249 2,249   2,249    
Repurchase of common stock and associated tax (in shares)     (2,360,736)      
Repurchase of common stock and associated tax (21,352) (21,352)   (21,352)    
Forfeiture and cancellation of Earnout Shares (in shares)     (1,000,000)      
Distributions to noncontrolling interests (8,583)         (8,583)
Net income 19,472 16,761     16,761 2,711
Ending balance (in shares) at Sep. 30, 2023     37,795,191      
Ending balance at Sep. 30, 2023 701,447 652,950 $ 4 477,837 175,109 48,497
Beginning balance (in shares) at Jun. 30, 2023     39,183,181      
Beginning balance at Jun. 30, 2023 711,606 657,258 $ 4 490,741 166,513 54,348
Increase (Decrease) in Shareholders' Equity            
Stock options exercised (in shares)     3,877      
Stock options exercised 37 37   37    
Stock-based compensation 879 879   879    
Repurchase of common stock and associated tax (in shares)     (1,391,867)      
Repurchase of common stock and associated tax (13,820) (13,820)   (13,820)    
Distributions to noncontrolling interests (6,738)         (6,738)
Net income 9,483 8,596     8,596 887
Ending balance (in shares) at Sep. 30, 2023     37,795,191      
Ending balance at Sep. 30, 2023 $ 701,447 652,950 $ 4 477,837 175,109 48,497
Beginning balance (in shares) at Dec. 31, 2023 36,520,894   36,520,894      
Beginning balance at Dec. 31, 2023 $ 688,352 652,878 $ 4 465,290 187,584 35,474
Increase (Decrease) in Shareholders' Equity            
Shares issued under share-based awards (in shares)     188,449      
Stock options exercised (in shares)     107,976      
Stock options exercised 1,056 1,056   1,056    
Cash paid for shares withheld for taxes (1,299) (1,299)   (1,299)    
Stock-based compensation 2,521 2,521   2,521    
Repurchase of common stock and associated tax (in shares)     (534,436)      
Repurchase of common stock and associated tax (6,509) (6,509)   (6,509)    
Distributions to noncontrolling interests (18,459)         (18,459)
Net income $ 15,360 14,185     14,185 1,175
Ending balance (in shares) at Sep. 30, 2024 36,282,883   36,282,883      
Ending balance at Sep. 30, 2024 $ 681,022 662,832 $ 4 461,059 201,769 18,190
Beginning balance (in shares) at Jun. 30, 2024     36,275,392      
Beginning balance at Jun. 30, 2024 672,882 650,664 $ 4 460,001 190,659 22,218
Increase (Decrease) in Shareholders' Equity            
Stock options exercised (in shares)     7,491      
Stock options exercised 80 80   80    
Cash paid for shares withheld for taxes 0 0   0    
Stock-based compensation 978 978   978    
Distributions to noncontrolling interests (4,309)         (4,309)
Net income $ 11,391 11,110     11,110 281
Ending balance (in shares) at Sep. 30, 2024 36,282,883   36,282,883      
Ending balance at Sep. 30, 2024 $ 681,022 $ 662,832 $ 4 $ 461,059 $ 201,769 $ 18,190
v3.24.3
Consolidated Statements of Cash Flows - (Unaudited) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Cash flows from operating activities:    
Net income $ 15,360 $ 19,472
Adjustments to reconcile net income to net cash from operating activities:    
Depreciation and amortization 5,299 3,778
Real estate inventories impairment 800 4,700
Stock-based compensation 2,521 2,249
Loss on modification of debt 5,180 0
Abandoned project costs 1,902 745
Write-off of offering costs 0 436
Deferred taxes 233 (10)
Changes in operating assets and liabilities:    
Cash held in escrow 45,037 6,145
Real estate inventories (108,264) (64,666)
Due from affiliates (1,081) (491)
Other assets 6,776 31,790
Accounts payable 15,482 (2,159)
Accrued expenses and other liabilities (7,459) 123
Net cash (used in) provided by operating activities (18,214) 2,112
Cash flows from investing activities:    
Purchases of property and equipment (5,087) (5,530)
Payments for business acquisition, net of cash acquired (235,043) 0
Net cash used in investing activities (240,130) (5,530)
Cash flows from financing activities:    
Borrowings from notes, other debts payable, and other liabilities 547,947 482,500
Repayments of notes, other debts payable, and other liabilities (340,690) (429,300)
Cash paid for shares withheld for taxes (1,299) (695)
Proceeds from exercise of stock options 1,056 37
Repurchases of common stock (6,452) (21,160)
Distributions to noncontrolling interests (18,459) (8,583)
Deferred offering costs paid (2,719) (224)
Debt issuance and modification costs paid (8,397) (9,300)
Net cash provided by financing activities 170,987 13,275
Net decrease in cash and cash equivalents (87,357) 9,857
Cash and cash equivalents at beginning of period 119,555 123,634
Cash and cash equivalents at end of period $ 32,198 $ 133,491
v3.24.3
Company and Summary of Significant Account Policies
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Company and Summary of Significant Account Policies Company and Summary of Significant Account Policies
Landsea Homes Corporation (together with its subsidiaries, “Landsea Homes” or the “Company”) is engaged in the acquisition, development, and sale of homes and lots in Arizona, California, Colorado, Florida, New York, and Texas. The Company’s operations are organized into the following six reportable segments: Arizona, California, Colorado, Florida, Metro New York, and Texas.
Basis of Presentation and Consolidation—The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and all subsidiaries, partnerships, and other entities in which the Company has a controlling interest as well as variable interest entities (“VIEs”) in which the Company is deemed the primary beneficiary. The Company’s investments in both unconsolidated entities in which a significant, but less than controlling, interest is held and in VIEs in which the Company is not deemed to be the primary beneficiary are accounted for under the equity method. All intercompany transactions and balances have been eliminated in consolidation.
The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 29, 2024. The accompanying unaudited consolidated financial statements include all adjustments, consisting of normal recurring entries, necessary for a fair presentation of the Company’s results for the interim periods presented. Results for the interim periods are not necessarily indicative of the results to be expected for the full year due to seasonal variations and other factors. 
Use of Estimates—The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates.
Recent Accounting Pronouncements
In March 2023, the FASB issued ASU 2023-01, which amends the application of ASU 2016-02, Leases (Topic 842), related to leases with entities under common control, also referred to as common control leases. The amendments to this update require an entity to consider the useful life of leasehold improvements associated with common control leases from the perspective of the common control group and amortize the leasehold improvements over the useful life of the assets to the common control group, instead of the term of the lease. Any remaining value for the leasehold improvement at the end of the lease would be adjusted through equity. The standard was effective for fiscal years beginning after December 15, 2023, early adoption was permitted. The adoption did not have a material impact on the Company’s consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of additional segment information. The guidance requires entities to provide significant segment expenses that are regularly provided to the entity’s chief operating decision maker (“CODM”), other segment items to reconcile segment revenue and significant expenses to the reported measure of segment profit or loss, a description of the composition of the other segment items, and the title and position of the CODM. The amendments in this update also expand the segment disclosure requirements to interim periods. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The new guidance must be applied retrospectively to all prior periods presented in the financial statements, with the significant segment expense and other segment item amounts disclosed based on categories identified in the period of adoption. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires annual disclosure of specific categories in the income tax rate reconciliation and of additional information for reconciling items that meet a quantitative threshold among other changes. Specifically, the guidance requires a tabular reconciliation disclosure, using both percentages and amounts. The guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
v3.24.3
Business Combination and Asset Acquisition
9 Months Ended
Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Business Combination and Asset Acquisition Business Combination and Asset Acquisition
On April 1, 2024, the Company completed the acquisition of Antares Acquisition, LLC (“Antares”), a Dallas Fort Worth based homebuilder, for approximately $239.8 million (subject to certain customary post-closing adjustments) using a combination of cash on hand and borrowings under the Company’s existing credit facility, which included repayment of approximately $40.2 million of Antares debt. The total assets of Antares included approximately 2,100 lots owned or controlled in the Dallas Fort Worth market. This acquisition was accounted for as a business combination.
In accordance with ASC 805, the assets acquired and liabilities assumed from the acquisition of Antares were measured and recognized at fair value as of the date of the acquisition to reflect the purchase price paid. The determination of the final purchase accounting allocation related to the working capital calculations and resulting goodwill are in process as of the date of these consolidated financial statements. Changes in the determination of the fair value of the assets acquired and liabilities assumed will be recorded as a measurement period adjustment in the period in which they are identified up to one year from the acquisition date.
Measurement period adjustments were recorded during the three months ended September 30, 2024 resulting from updated valuations of real estate assets acquired. The adjustments were determined based on additional information received and resulted in an increase to goodwill of $3.3 million.
Acquired inventories consist of land, land deposits, and work in process inventories. For acquired land and land options, the Company typically utilizes, with the assistance of a third-party appraiser, a sales comparison approach. For work in process inventories, the Company estimates the fair value based upon the stage of production of each unit and a gross margin that management believes a market participant would require to complete the remaining development and requisite selling efforts. On the acquisition date, the stage of production for each lot ranged from recently started lots to fully completed homes. The intangible assets acquired relate to the Antares trade name and material contracts, which are estimated to have a fair value of $2.0 million and are being amortized over 12 to 18 months. Goodwill represents the excess of the purchase price over the fair value of assets acquired and liabilities assumed and relates primarily to the assembled workforce and business synergies. Goodwill of $87.0 million was preliminarily recorded on the consolidated balance sheets as a result of this transaction and is expected to be deductible for tax purposes over 15 years. The acquired goodwill is included in the Texas reporting segment in Note 11 – Segment Reporting. The Company incurred transaction related costs of $3.6 million related to the Antares acquisition during the nine months ended September 30, 2024. No transaction costs were recorded related to the Antares acquisition during the three months ended September 30, 2024. These transaction costs are included in general and administrative expenses on the consolidated statements of operations.
The Company's results of operations include homebuilding revenues from the Antares acquisition of $41.5 million and $77.2 million the three and nine months ended September 30, 2024. The accompanying results of operations also include pretax income of $0.1 million and pretax loss of $0.8 million from the Antares acquisition during both the three and nine months ended September 30, 2024, respectively. The pretax loss is inclusive of purchase price accounting and an allocation of corporate general and administrative expenses.
The following is a summary of the preliminary allocation of the purchase price based on the fair value of assets acquired and liabilities assumed (dollars in thousands).
Assets Acquired
Cash$4,760 
Real estate inventories154,004 
Goodwill86,958 
Other intangible assets1,950 
Other assets4,539 
Total assets$252,211 
Liabilities Assumed
Accounts payable$2,472 
Accrued expenses9,936 
Total liabilities12,408 
Net assets acquired$239,803 
On October 10, 2023, the Company expanded into the Colorado market by acquiring certain assets of Richfield Homes, LLC (“Richfield”). The Company paid an aggregate cash purchase price of $22.5 million to acquire approximately 290 owned or controlled lots in the greater Denver, Colorado area, including any construction in progress on those lots. This acquisition was accounted for as an asset acquisition.
Unaudited Pro Forma Financial Information
Unaudited pro forma revenue and net income for the following periods presented give effect to the results of the acquisition of Antares as though the respective acquisition dates were as of January 1, 2023, the beginning of the year preceding the acquisition. Unaudited pro forma net income adjusts the operating results of Antares to reflect the additional costs that would have been recorded assuming the fair value adjustments had been applied as of the beginning of the year preceding the year of acquisition, including the tax-effected amortization of the acquired intangible assets and transaction related costs.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Revenue$338,472 $316,506 $1,106,312 $944,110 
Pretax income18,343 13,292 35,960 23,133 
Provision for income taxes4,167 3,251 8,613 5,671 
Net income$14,176 $10,041 $27,347 $17,462 
v3.24.3
Variable Interest Entities
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Variable Interest Entities Variable Interest Entities
The Company consolidates two joint venture (“JV”) VIEs. The consolidated VIEs include one active project in the Metro New York area (“14th Ave JV”) and one JV with the purpose of acquiring undeveloped land (the “LCF JV”). The Company has determined that it is the primary beneficiary of these VIEs as it has the power to direct activities of the operations that most significantly affect their economic performance.

Both consolidated VIEs are financed by equity contributions from the Company and the JV partner. The 14th Ave JV was also funded by third-party debt which was paid off in 2022.

The following table summarizes the carrying amount and classification of the VIEs’ assets and liabilities in the consolidated balance sheets as of September 30, 2024 and December 31, 2023.

September 30, 2024December 31, 2023
(dollars in thousands)
Cash$9,153 $2,950 
Real estate inventories53,064 79,441 
Due from affiliates72 203 
Other assets2,089 2,107 
Total assets$64,378 $84,701 
 
Accounts payable$157 $384 
Accrued expenses and other liabilities5,362 5,257 
Total liabilities$5,519 $5,641 
v3.24.3
Real Estate Inventories
9 Months Ended
Sep. 30, 2024
Real Estate Inventories [Abstract]  
Real Estate Inventories Real Estate Inventories
Real estate inventories are summarized as follows:
September 30, 2024December 31, 2023
(dollars in thousands)
Deposits and pre-acquisition costs$119,638 $99,702 
Land held and land under development480,265 272,825 
Homes completed or under construction790,142 692,126 
Model homes18,232 57,073 
Total real estate inventories$1,408,277 $1,121,726 
Deposits and pre-acquisition costs include land deposits and other due diligence costs related to potential land acquisitions. Land held and land under development includes costs incurred during site development such as development, indirect costs, and permits. Homes completed or under construction and model homes include all costs associated with home construction, including land, development, indirect costs, permits, materials, and labor.
In accordance with ASC 360, Property, Plant, and Equipment, real estate inventories are stated at cost, unless the carrying amount is determined not to be recoverable, in which case inventory is written down to its fair value. The Company reviews each real estate asset at the community-level, on a quarterly basis or whenever indicators of impairment exist. The Company generally determines the estimated fair value of each community by using a discounted cash flow approach based on the estimated future cash flows at discount rates that reflect the risk of the community being evaluated. The discounted cash flow approach can be impacted significantly by the Company’s estimates of future home sales revenue, home construction costs, pace of homes sales, and the applicable discount rate.
For the three and nine months ended September 30, 2024, the Company recorded $0.8 million of real estate inventories impairment charges related to one community in the Florida segment. For the nine months ended September 30, 2023, the Company recorded $4.7 million of real estate inventories impairment charges related to one community in the California segment. In both instances, the Company determined that additional incentives and persistent discounts were required to sell the remaining homes, which was the primary reason the estimated future cash flows for the community were driven below their previous carrying values. No impairments were recorded during the three months ended September 30, 2023. Real estate inventories impairment charges are recorded to cost of home sales in the consolidated statements of operations.
Impairment DataQuantitative Data
Three Months EndedNumber of Projects ImpairedReal Estate Inventories ImpairmentFair Value of Inventory After ImpairmentDiscount Rate
(dollars in thousands)
September 30, 20241$800 $5,828 13 %
June 30, 20231$4,700 $19,363 11 %
v3.24.3
Capitalized Interest
9 Months Ended
Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Capitalized Interest Capitalized Interest
Interest is capitalized to real estate inventories during development and as a result of other qualifying activities. Interest capitalized as a cost of real estate inventories is included in cost of sales as related inventories are delivered.
For the three and nine months ended September 30, 2024, the Company incurred and capitalized interest of $20.6 million and $57.5 million, respectively. For the three and nine months ended September 30, 2023, the Company incurred and capitalized interest of $14.4 million and $37.6 million, respectively. Previously capitalized interest included in cost of sales during the three and nine months ended September 30, 2024 was $13.6 million and $42.2 million, respectively. Previously capitalized interest included in cost of sales during the three and nine months ended September 30, 2023 was $10.0 million and $21.9 million, respectively. These amounts included interest from certain related party transactions, refer to Note 9 – Related Party Transactions for additional information.
v3.24.3
Other Assets
9 Months Ended
Sep. 30, 2024
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]  
Other Assets Other AssetsAs of September 30, 2024 and December 31, 2023, the Company had contract assets of $2.6 million and $6.0 million, respectively, related to lot sales and other revenue. The contract asset balance is included in other assets on the Company’s consolidated balance sheets and represents cash to be received for work already performed on lot sales and other contracts. The amount of the transaction price for lot sales and other contracts remaining to be recognized as revenue for performance obligations that were not fully satisfied as of September 30, 2024 and December 31, 2023 was $0.2 million and $1.1 million, respectively. As of September 30, 2024, the Company had no deferred revenue related to lot sales and other revenue included in accrued expenses and other liabilities in the Company’s consolidated balance sheets. As of December 31, 2023, the Company had $0.2 million deferred revenue related to lot sales and other revenue. The Company reduces these liabilities and recognizes revenue as development progresses and the related performance obligations are completed.
v3.24.3
Notes and Other Debts Payable, net
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Notes and Other Debts Payable, net Notes and Other Debts Payable, net
Amounts outstanding under notes and other debts payable, net consist of the following:
September 30, 2024December 31, 2023
(dollars in thousands)
11.0% Senior Notes due July 2028
$250,000 $250,000 
8.875% Senior Notes due April 2029
300,000 — 
Discount and deferred loan costs(20,339)(13,857)
Senior Notes, net$529,661 $236,143 
September 30, 2024December 31, 2023
(dollars in thousands)
Line of credit facility$207,400 $315,000 
Deferred loan costs(4,923)(7,369)
Line of credit facility, net$202,477 $307,631 
In April 2024, the Company completed the sale to certain purchasers of $300.0 million of 8.875% senior notes (the “8.875% Senior Notes”, together with the 11.0% Senior Notes, the “Senior Notes”). The Company received the proceeds, net of fees, in April 2024. The 8.875% Senior Notes mature in April 2029.
In July 2023, the Company entered into a senior unsecured note (the “Note Purchase Agreement”). The Note Purchase Agreement provided for the private placement of $250.0 million aggregate principal amount of 11.0% senior notes (the “11.0% Senior Notes”). The Company received the proceeds, net of discount and fees, in July 2023. The 11.0% Senior Notes mature in July 2028.
In October 2021, the Company entered into a line of credit agreement which was amended in April 2024 (the “Amended Credit Agreement”). The Amended Credit Agreement provides for a senior unsecured borrowing of up to $455.0 million of which there was $207.4 million outstanding as of September 30, 2024. As part of the amendment, the Company wrote off $5.2 million of previously deferred financing costs associated with the line of credit facility prior to the amendment. This write-off is included in other (expense) income, net on the consolidated statements of operations. The Company may increase the borrowing capacity up to $850.0 million, under certain conditions. Funds available under the Amended Credit Agreement are subject to a borrowing base requirement which is calculated on specified percentages of our real estate inventories. The borrowings under the Amended Credit Agreement bear interest at a daily simple Secured Overnight Financing Rate (“SOFR”) rate, a term SOFR rate, or a base rate (in each case calculated in accordance with the Amended Credit Agreement), plus, in each case, an applicable margin. The applicable margin is adjusted by reference to a grid based on a leverage ratio calculated in accordance with the Amended Credit Agreement. As of September 30, 2024, the applicable margin was 3.40%. The Amended Credit Agreement matures in April 2027. As of September 30, 2024, the interest rate on the loan was 8.23%.
The Amended Credit Agreement and the Note Purchase Agreement contain certain restrictive financial covenants, such as requirements for the Company to maintain a minimum liquidity balance, minimum tangible net worth, and leverage and interest
coverage ratios. The 8.875% Senior Notes do not contain financial covenants. As of September 30, 2024, the Company was in compliance with all financial covenants.
Our Senior Notes are not secured, however, the agreements governing the Senior Notes contain some restrictions on secured debt and other transactions. Our Senior Notes are fully and unconditionally guaranteed on an unsecured basis, jointly and severally, by most of our homebuilding segment subsidiaries. The Senior Notes are redeemable in whole or in part at any time at our option, with a standard make whole provision until July 17, 2025, then at premiums that vary based upon the remaining term of the Senior Notes to be redeemed.
v3.24.3
Commitments and Contingencies
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies Commitments and Contingencies
Legal—The Company is currently involved in various legal actions and proceedings that arise from time to time and may be subject to similar or other legal and/or regulatory actions in the future. The Company is currently unable to estimate the likelihood of an unfavorable result in any such proceeding that could have a material adverse effect on the Company’s results of operations, financial position, or liquidity.
In the fourth quarter of 2021, three insurers paid $14.9 million on behalf of the Company and others to settle a wrongful death suit. The insurers contend they are entitled to seek reimbursement from the Company for some or all of such amounts, which the Company disputes. During October 2023, one of the insurers filed a lawsuit seeking reimbursement and the two other insurers subsequently asserted reimbursement claims in the lawsuit. However, at this time the Company is unable to predict the outcome of the insurers’ claims against the Company or estimate the amount of any potential damages associated therewith.
Performance Obligations—In the ordinary course of business, and as part of the entitlement and development process, the Company’s subsidiaries are required to provide performance bonds to assure completion of certain public facilities. The Company had $115.8 million and $109.3 million of performance bonds outstanding as of September 30, 2024 and December 31, 2023, respectively.
Warranty—Estimated future direct warranty costs are accrued and charged to cost of sales in the period when the related homebuilding revenues are recognized. Changes in the Company’s warranty accrual are detailed in the table below:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Beginning warranty accrual$49,262 $46,227 $48,949 $46,657 
Warranty provision1,757 2,988 6,028 5,162 
Warranty payments(2,635)(3,547)(6,593)(6,151)
Ending warranty accrual$48,384 $45,668 $48,384 $45,668 
Operating Leases—The Company primarily enters into operating leases for the right to use office space, model homes, and computer and office equipment, which have remaining lease terms that range from less than 1 year up to 7 years and often include one or more options to renew. The weighted average remaining lease term as of September 30, 2024 and December 31, 2023 was 4.6 and 5.7 years, respectively. Renewal terms are included in the lease term when it is reasonably certain the option will be exercised.
During June and July 2024, the Company sold model homes which generated home sales revenue of $4.2 million and cost of sales of $3.5 million during the three months ended September 30, 2024 and $64.9 million and $61.5 million, respectively, during the nine months ended September 30, 2024. These model homes were immediately leased back for terms ranging from 3 to 36 months. The Company determined that control of the model homes transferred to the buyer and, as a result, the transaction qualified as a sale. All of the leases from the transaction are accounted for as operating leases and the Company recorded right-of-use assets and lease liabilities of $13.6 million in the accompanying consolidated balance sheets.
The Company established a right-of-use asset and a lease liability based on the present value of future minimum lease payments at the commencement date of the lease, or, if subsequently modified, the date of modification for active leases. As the rate implicit in each lease is not readily determinable, the Company’s incremental borrowing rate is used in determining the present value of future minimum payments as of the commencement date. The weighted average rate as of September 30, 2024 and December 31, 2023 was 8.1% and 5.5%, respectively. Lease components and non-lease components are accounted for as a single lease component.
As of September 30, 2024, the Company had $24.8 million and $25.9 million recognized as a right-of-use asset and lease liability, respectively, which are presented on the consolidated balance sheets within other assets and accrued expenses and other liabilities, respectively. As of December 31, 2023, the Company had $11.9 million and $13.1 million recognized as a right-of-use asset and lease liability, respectively.
Operating lease expense for the three and nine months ended September 30, 2024 was $0.8 million and $2.4 million, respectively, and is included in general and administrative expenses on the consolidated statements of operations. Operating lease expense for the three and nine months ended September 30, 2023 was $0.9 million and $2.8 million, respectively.
Future minimum payments under the noncancelable operating leases in effect at September 30, 2024 were as follows (dollars in thousands):
2024$2,758 
20259,508 
20266,193 
20273,770 
20282,576 
Thereafter5,535 
Total lease payments30,340 
Less: Discount(4,473)
Present value of lease liabilities$25,867 
Commitments and Contingencies Commitments and Contingencies
Legal—The Company is currently involved in various legal actions and proceedings that arise from time to time and may be subject to similar or other legal and/or regulatory actions in the future. The Company is currently unable to estimate the likelihood of an unfavorable result in any such proceeding that could have a material adverse effect on the Company’s results of operations, financial position, or liquidity.
In the fourth quarter of 2021, three insurers paid $14.9 million on behalf of the Company and others to settle a wrongful death suit. The insurers contend they are entitled to seek reimbursement from the Company for some or all of such amounts, which the Company disputes. During October 2023, one of the insurers filed a lawsuit seeking reimbursement and the two other insurers subsequently asserted reimbursement claims in the lawsuit. However, at this time the Company is unable to predict the outcome of the insurers’ claims against the Company or estimate the amount of any potential damages associated therewith.
Performance Obligations—In the ordinary course of business, and as part of the entitlement and development process, the Company’s subsidiaries are required to provide performance bonds to assure completion of certain public facilities. The Company had $115.8 million and $109.3 million of performance bonds outstanding as of September 30, 2024 and December 31, 2023, respectively.
Warranty—Estimated future direct warranty costs are accrued and charged to cost of sales in the period when the related homebuilding revenues are recognized. Changes in the Company’s warranty accrual are detailed in the table below:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Beginning warranty accrual$49,262 $46,227 $48,949 $46,657 
Warranty provision1,757 2,988 6,028 5,162 
Warranty payments(2,635)(3,547)(6,593)(6,151)
Ending warranty accrual$48,384 $45,668 $48,384 $45,668 
Operating Leases—The Company primarily enters into operating leases for the right to use office space, model homes, and computer and office equipment, which have remaining lease terms that range from less than 1 year up to 7 years and often include one or more options to renew. The weighted average remaining lease term as of September 30, 2024 and December 31, 2023 was 4.6 and 5.7 years, respectively. Renewal terms are included in the lease term when it is reasonably certain the option will be exercised.
During June and July 2024, the Company sold model homes which generated home sales revenue of $4.2 million and cost of sales of $3.5 million during the three months ended September 30, 2024 and $64.9 million and $61.5 million, respectively, during the nine months ended September 30, 2024. These model homes were immediately leased back for terms ranging from 3 to 36 months. The Company determined that control of the model homes transferred to the buyer and, as a result, the transaction qualified as a sale. All of the leases from the transaction are accounted for as operating leases and the Company recorded right-of-use assets and lease liabilities of $13.6 million in the accompanying consolidated balance sheets.
The Company established a right-of-use asset and a lease liability based on the present value of future minimum lease payments at the commencement date of the lease, or, if subsequently modified, the date of modification for active leases. As the rate implicit in each lease is not readily determinable, the Company’s incremental borrowing rate is used in determining the present value of future minimum payments as of the commencement date. The weighted average rate as of September 30, 2024 and December 31, 2023 was 8.1% and 5.5%, respectively. Lease components and non-lease components are accounted for as a single lease component.
As of September 30, 2024, the Company had $24.8 million and $25.9 million recognized as a right-of-use asset and lease liability, respectively, which are presented on the consolidated balance sheets within other assets and accrued expenses and other liabilities, respectively. As of December 31, 2023, the Company had $11.9 million and $13.1 million recognized as a right-of-use asset and lease liability, respectively.
Operating lease expense for the three and nine months ended September 30, 2024 was $0.8 million and $2.4 million, respectively, and is included in general and administrative expenses on the consolidated statements of operations. Operating lease expense for the three and nine months ended September 30, 2023 was $0.9 million and $2.8 million, respectively.
Future minimum payments under the noncancelable operating leases in effect at September 30, 2024 were as follows (dollars in thousands):
2024$2,758 
20259,508 
20266,193 
20273,770 
20282,576 
Thereafter5,535 
Total lease payments30,340 
Less: Discount(4,473)
Present value of lease liabilities$25,867 
v3.24.3
Related Party Transactions
9 Months Ended
Sep. 30, 2024
Related Party Transactions [Abstract]  
Related Party Transactions Related Party Transactions
The Company continues to pay for certain costs on behalf of Landsea Holdings Corporation (“Landsea Holdings”) which was previously the majority stockholder of the Company. The Company records a due from affiliate balance for all such payments. As of September 30, 2024 and December 31, 2023, the Company had a net receivable due from affiliates balance of $4.5 million and $3.5 million, respectively.
In March 2024, Landsea Holdings, the Company’s then-majority stockholder, completed a registered secondary offering of the Company’s common stock. The Company did not purchase any shares of common stock that were sold by Landsea Holdings in the offering. The Company paid costs, fees, and expenses for the offering of $0.6 million, and Landsea Holdings received all net proceeds from the sale. Landsea Holdings no longer owns greater than 50% of the Company’s common stock upon completion of the offering. As a result, the Company no longer qualifies as a “controlled company” under The Nasdaq Stock Market LLC listing standards.
In August 2023, the Company repurchased from the underwriters, at the public offering price of $9.75 per share, 800,000 shares of common stock that were sold by Green Investment Alpha Limited (“Green Investment”), a beneficial owner of the Company, in a registered secondary offering, for a total purchase price of $7.8 million. The Company paid costs, fees, and expenses for the offering of $0.3 million, and Green Investment received all net proceeds from the sale. In October 2024, Green Investment reimbursed the Company for the costs, fees and expenses incurred during the offering. Green Investment no longer qualified as a related party upon the completion of the offering.
In June 2023, the Company repurchased from the underwriters, at the public offering price of $7.50 per share, 443,478 shares of common stock that were sold by Landsea Holdings, the Company’s then-majority stockholder, in a registered secondary offering, for a total purchase price of $3.3 million. The Company paid costs, fees, and expenses for the offering of $0.8 million, and Landsea Holdings received all net proceeds from the offering.
In June 2022, Landsea Capital Fund, who was under common control with the Company at the time of the transaction, contributed $55.0 million to the LCF JV. The LCF JV, which is consolidated by the Company, used these proceeds to purchase undeveloped land from the Company. The Company distributed $4.3 million and $18.5 million to Landsea Capital Fund during the three and nine months ended September 30, 2024, respectively. The Company distributed $6.7 million and $8.6 million to Landsea Capital Fund during the three and nine months ended September 30, 2023, respectively. All intercompany transactions between the Company and the LCF JV have been eliminated upon consolidation.
In December 2021, the Company sold model homes to a related party for total consideration of $15.2 million. As part of this transaction, the Company leased back these models. The leases completed in April 2024. The total amount of rent payments made during the nine months ended September 30, 2024 were $0.2 million. There were no payments made under this contract during the three months ended September 30, 2024. The total amount of rent payments made during the three and nine months ended September 30, 2023 were $0.2 million and $0.6 million, respectively. As the leases ended prior to September 30, 2024, we have no remaining right-of-use asset or lease liability balances associated with this transaction. As of December 31, 2023, we had right-of-use asset and lease liability balances of $0.5 million and $0.5 million, respectively.
In July 2021, the Company entered into a landbank agreement for a project in its California segment with a related party. The Company made regular payments to the related party based on an annualized rate of 7% of the undeveloped land costs while the land was being developed and purchased the lots at a predetermined price of $28.9 million. The total amount of interest payments made during the nine months ended September 30, 2024 was less than $0.1 million and the Company did not make any such payments during the three months ended September 30, 2024. The total amount of interest payments made during the three and nine months ended September 30, 2023 was $0.1 million and $0.5 million, respectively. During the nine months ended September 30, 2024, payments of $4.0 million were made to purchase the remaining land at the conclusion of the agreement during April 2024. No such payments were made during the three months ended September 30, 2024. During the three and nine months ended September 30, 2023, payments of $3.0 million and $7.0 million, including fees, were made to purchase developed lots from the related party, respectively. Capitalized interest included in real estate inventories on the consolidated balance sheets associated with this transaction was less than $0.1 million as of September 30, 2024 and was $1.0 million as of December 31, 2023. Previously capitalized related party interest included in cost of sales during the three and nine months ended September 30, 2024 was $0.1 million and $0.6 million, respectively. Previously capitalized related party interest included in cost of sales during the three and nine months ended September 30, 2023 was $0.4 million and $0.8 million, respectively.
Landsea Holdings holds a series of notes payable to affiliated entities of its parent. The cash Landsea Holdings received from this debt was previously utilized to partially fund operations of the Company. Related party interest incurred by Landsea Holdings was historically pushed down to the Company and reflected on the consolidated balance sheets of the Company, primarily in real estate inventories, and on the consolidated statements of operations in cost of sales. Refer to Note 5 – Capitalized Interest for further detail. As the Company did not guarantee the notes payable nor have any obligations to repay the notes payable, and as the notes payable were not assigned to the Company, the notes payable do not represent a liability of the Company and accordingly have not been reflected in the consolidated balance sheets. Additionally, in connection with the Merger (as defined below), the Company is precluded from repaying Landsea Holdings notes payable to the affiliated entities of its parent. Therefore, beginning January 7, 2021, additional interest from these notes payable is no longer pushed down to the Company. Capitalized interest included in real estate inventories on the consolidated balance sheets associated with this transaction was $0.3 million and $0.4 million as of September 30, 2024 and December 31, 2023, respectively. Previously capitalized related party interest included in cost of sales during both the three and nine months ended September 30, 2024 was $0.1 million. Previously capitalized related party interest included in cost of sales during the three and nine months ended September 30, 2023 was $0.3 million and $1.6 million, respectively.
v3.24.3
Income Taxes
9 Months Ended
Sep. 30, 2024
Income Tax Disclosure [Abstract]  
Income Taxes Income Taxes
Income taxes for the three and nine months ended September 30, 2024 was $3.5 million and $4.8 million, respectively. Income taxes for the three and nine months ended September 30, 2023 was $3.1 million and $6.3 million, respectively. The effective tax rate for the three and nine months ended September 30, 2024 was 23.5% and 24.0% compared to a provision of 24.4% and 24.5% for the three and nine months ended September 30, 2023. The difference between the statutory tax rate and the effective tax rate for the three and nine months ended September 30, 2024 is primarily related to state income taxes net of federal income tax benefits and estimated deduction limitations for executive compensation under Section 162(m), partially offset by tax credits for energy-efficient homes. The difference between the statutory tax rate and the effective tax rate for the three and nine months ended September 30, 2023 is primarily related to state income taxes net of federal income tax benefits and estimated deduction limitations for executive compensation under Section 162(m), partially offset by tax credits for energy-efficient homes.
The accounting for deferred taxes is based upon estimates of future results. Differences between the anticipated and actual outcomes of these future results could have a material impact on the Company’s consolidated results of operations or financial position. Also, changes in existing federal and state tax laws and tax rates could affect future tax results and the valuation of the Company’s deferred tax assets.
v3.24.3
Segment Reporting
9 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
Segment Reporting Segment Reporting
The Company is engaged in the acquisition, development, and sale of homes and lots in multiple states across the country. The Company is managed by geographic location and each of the six geographic regions targets a wide range of buyer profiles including: first time, move-up, and luxury homebuyers.
Management of the six geographic regions report to the Company’s chief operating decision makers (“CODMs”), the Chief Executive Officer and Chief Operating Officer of the Company. The CODMs review the results of operations, including total revenue and pretax income to assess profitability and to allocate resources. Accordingly, the Company has presented its operations as the following six reportable segments:
Arizona
California
Colorado
Florida
Metro New York
Texas
The Company has also identified its Corporate operations as a non-operating segment, as it serves to support the homebuilding operations through functional departments such as executive, finance, treasury, human resources, accounting, and legal. The majority of Corporate personnel and resources are primarily dedicated to activities relating to operations and are allocated based on each segment’s respective percentage of assets, revenue, and dedicated personnel. 
The following table summarizes total revenue and pretax income by segment:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Revenue
Arizona$95,082 $69,308 $282,737 $215,000 
California96,900 103,982 363,005 270,756 
Colorado18,881 — 37,936 — 
Florida75,880 104,058 279,992 320,740 
Metro New York— — 4,475 1,649 
Texas51,729 — 95,511 4,187 
Total revenues$338,472 $277,348 $1,063,656 $812,332 
 
Pretax income (loss)
Arizona$7,792 $5,253 $12,625 $4,826 
California9,580 9,795 28,788 17,184 
Colorado167 — (1,913)— 
Florida2,026 4,378 7,850 23,993 
Metro New York(636)(917)(2,885)(1,818)
Texas(1,142)(1,383)(5,880)(4,144)
Total pretax income for reportable segments17,787 17,126 38,585 40,041 
Corporate(2,898)(4,577)(18,387)(14,246)
Total pretax income$14,889 $12,549 $20,198 $25,795 
The following table summarizes total assets by segment:
September 30, 2024December 31, 2023
(dollars in thousands)
Assets
Arizona$328,313 $336,424 
California444,524 479,218 
Colorado34,337 27,240 
Florida458,568 425,154 
Metro New York38,760 42,047 
Texas361,749 60,255 
Total assets for reportable segments1,666,251 1,370,338 
Corporate60,360 100,894 
Total assets$1,726,611 $1,471,232 
Included in the Corporate segment assets is cash and cash equivalents of $26.5 million and $65.2 million as of September 30, 2024 and December 31, 2023, respectively.
As of September 30, 2024 goodwill of $87.0 million, $47.9 million and $20.7 million was allocated to the Texas, Florida, and Arizona segments, respectively. As of December 31, 2023, goodwill of $47.9 million and $20.7 million was allocated to the Florida and Arizona segments, respectively.
v3.24.3
Fair Value
9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Fair Value Fair Value
ASC 820, Fair Value Measurement, defines fair value as the price that would be received for selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and requires assets and liabilities carried at fair value to be classified and disclosed in the following three categories:
Level 1 — Quoted prices for identical instruments in active markets.
Level 2 — Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are inactive; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets at measurement date.
Level 3 — Valuations derived from techniques where one or more significant inputs or significant value drivers are unobservable in active markets at measurement date.
The following table presents carrying values, excluding any discounts or deferred loan costs, and estimated fair values of financial instruments:
September 30, 2024December 31, 2023
HierarchyCarrying ValueFair ValueCarrying ValueFair Value
(dollars in thousands)
Liabilities:
Line of credit facility (1)
Level 2$207,400 $207,400 $315,000 $315,000 
11.0% Senior Notes
Level 2$250,000 $273,750 $250,000 $257,500 
8.875% Senior Notes
Level 2$300,000 $316,875 $— $— 
(1)     Carrying amount approximates fair value due to the variable interest rate terms of this loan.
The carrying values of receivables, deposits, and other assets as well as accounts payable and accrued liabilities approximate the fair value for these financial instruments based upon an evaluation of the underlying characteristics, market data, and because of
the short period of time between origination of the instruments and their expected realization. The fair value of cash and cash equivalents is classified in Level 1 of the fair value hierarchy.
Non-financial assets such as real estate inventories and goodwill are measured at fair value on a non-recurring basis using a discounted cash flow approach with Level 3 inputs within the fair value hierarchy. This measurement is performed when events and circumstances indicate the asset’s carrying value is not fully recoverable. During the three and nine months ended September 30, 2024, it was determined that real estate inventories with a carrying value of $6.6 million within one community in the Florida segment were not expected to be fully recoverable. Accordingly, a real estate inventories impairment charge was recognized in the amount of $0.8 million to reflect the estimated fair value of the community of $5.8 million. During the nine months ended September 30, 2023, it was determined that real estate inventories with a carrying value of $24.1 million within one community in the California segment was not expected to be fully recoverable. Accordingly, a real estate inventories impairment charge was recognized in the amount of $4.7 million to reflect the estimated fair value of the community of $19.4 million. No additional impairments were recorded during the three months ended September 30, 2023. Refer to Note 4 – Real Estate Inventories for additional information.
v3.24.3
Stock-Based Compensation
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Stock-Based Compensation Stock-Based Compensation
The following table presents a summary of the Company’s nonvested performance share units (“PSUs”) and restricted stock units (“RSUs”) for the nine months ended September 30, 2024:
AwardsWeighted Average Grant Date Fair Value
(in thousands)
Nonvested, at December 31, 2023
1,488 $8.74 
Granted526 8.64 
Vested(275)9.33 
Forfeited(39)9.44 
Nonvested, at September 30, 2024
1,700 $8.60 
The following table presents a summary of the Company’s stock options activity for the nine months ended September 30, 2024:
Number of SharesWeighted Average Exercise Price per ShareWeighted Average Remaining Contractual TermAggregate Intrinsic Value
(in thousands)(in years)(in thousands)
Options outstanding at December 31, 2023
684 $8.08 
Granted303 12.44 
Exercised(108)8.37 
Forfeited(137)10.13 
Options outstanding at September 30, 2024
742 $9.44 8.30$2,175 
Options exercisable at September 30, 2024
260 $8.40 7.62$1,024 
Stock-based compensation expense totaled $1.0 million and $2.5 million during the three and nine months ended September 30, 2024, respectively, and is included in general and administrative expenses on the consolidated statements of operations. For the three and nine months ended September 30, 2023, stock-based compensation expense totaled $0.9 million and $2.2 million, respectively.
The following table presents a summary of the Company’s outstanding RSUs and PSUs, assuming the current estimated level of performance achievement:
September 30, 2024
(in thousands, except period)
Unvested units1,700 
Remaining cost on unvested units$3,547 
Remaining vesting period2.83 years
Stock-based compensation expense associated with the outstanding RSUs and PSUs is measured using the grant date fair value which is based on the closing price as of the grant date. The expense associated with the PSUs also incorporates the estimated achievement of the established performance criteria at the end of each reporting period until the performance period ends.
v3.24.3
Stockholders' Equity
9 Months Ended
Sep. 30, 2024
Equity [Abstract]  
Stockholders' Equity Stockholders’ Equity
The Company’s authorized capital stock consists of 500.0 million shares of common stock with a par value of $0.0001 per share and 50.0 million shares of preferred stock with a par value of $0.0001 per share. As of September 30, 2024, there were 41.7 million shares of common stock issued and 36.3 million outstanding, and no shares of preferred stock issued or outstanding. All outstanding shares of common stock are validly issued, fully paid, and nonassessable.
Stock Repurchases
In March 2023, the Board of Directors authorized a stock repurchase program allowing for the repurchase of up to $10.0 million worth of common stock, with an expiration of December 31, 2023. In July 2023, the Board of Directors authorized additional capacity of approximately $3.3 million, with an expiration date of December 31, 2023, and an additional $10.0 million with no stated expiration date. In October 2023, the Board of Directors authorized additional capacity of $20.0 million with no stated expiration date. No additional stock repurchase authorizations occurred during the nine months ended September 30, 2024.
During the nine months ended September 30, 2024, the Company repurchased 534,436 shares of common stock for a total of $6.4 million, excluding commissions, which was recorded as a reduction to additional paid-in capital. During the three months ended September 30, 2024, the Company did not repurchase any shares of common stock. As of September 30, 2024, the Company had approximately $2.5 million in remaining capacity from previous authorizations. During the three and nine months ended September 30, 2023, the Company repurchased 1,391,867 and 2,360,736 shares of common stock for a total of $13.7 million and $21.2 million, respectively, excluding commissions, which was recorded as a reduction to additional paid-in capital. A portion of these shares were repurchased directly from the Company’s majority shareholder at the time. Refer to Note 9 – Related Party Transactions for additional information.
The timing and amount of repurchases are based on a variety of factors such as the market price of the Company's common stock, corporate and contractual requirements, market and economic conditions, and legal requirements.
Merger Transaction
On August 31, 2020, Landsea Homes and Landsea Holdings entered into an Agreement and Plan of Merger (the “Merger Agreement”) with LF Capital Acquisition Corp. (“LF Capital”) and LFCA Merger Sub, Inc. (the “Merger Sub”), a direct, wholly-owned subsidiary of LF Capital. The Merger Agreement provided for, among other things, the merger of Merger Sub with and into Landsea Homes Incorporated (“LHI”), previously a wholly-owned subsidiary of Landsea Holdings, with LHI continuing as the surviving corporation (the “Merger”). On January 7, 2021 (the “Closing Date”), the Merger was consummated pursuant to the Merger Agreement (the “Closing”). The name of LF Capital was changed at that time to Landsea Homes Corporation.
Upon closing of the Merger, Level Field Capital, LLC (the “Sponsor”) held 1.0 million shares that were subject to surrender and forfeiture for no consideration in the event the common stock did not reach certain thresholds during the 24-month period following the closing of the Merger (the “Earnout Shares”). The Sponsor transferred 0.5 million Earnout Shares to Landsea Holdings. In January 2023, the Company concluded that the threshold for the Earnout Shares was not met and therefore those shares were forfeited and cancelled.
Warrants
As of September 30, 2024, there were 15,525,000 outstanding warrants consisting entirely of public warrants (the “Warrants”). At the time of the Merger, the Warrant Agreement was amended so that each public warrant is exercisable at $1.15 for one tenth of a share of common stock. As part of the amendment, each holder of the public warrants received $1.85 per warrant for a total of $28.7 million paid by the Company upon closing of the Merger. The Warrants will expire five years after the completion of the Merger or earlier upon redemption or liquidation.
The Company may call the public warrants for redemption:
in whole and not in part;
at a price of $0.01 per warrant;
upon a minimum of 30 days’ prior written notice of redemption; and
if, and only if, the last reported closing price of the shares equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which the Company sends the notice of redemption to the warrant holders.
If the Company calls the public warrants for redemption, management will have the option to require all holders that wish to exercise the public warrants to do so on a “cashless basis,” as described in the Warrant Agreement.
The exercise price and number of common shares issuable upon exercise of the Warrants may be adjusted in certain circumstances including in the event of a share dividend, or recapitalization, reorganization, merger or consolidation. However, the Warrants will not be adjusted for issuance of common shares at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the Warrants shares. Accordingly, the Warrants may expire worthless.
v3.24.3
Earnings Per Share
9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Earnings Per Share Earnings Per Share
The following table sets forth the computation of basic and diluted earnings per share (“EPS”) for the three and nine months ended September 30, 2024 and 2023:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands, except share and per share amounts)
Numerator
Net income attributable to common stockholders$11,110 $8,596 $14,185 $16,761 
Denominator
Weighted average common shares outstanding - basic36,279,056 38,336,100 36,252,957 39,402,507 
Dilutive effect of warrants— — 3,586 — 
Dilutive effect of options112,487 — 115,251 — 
Dilutive effect of share-based awards105,794 104,292 176,974 146,528 
Weighted average common shares outstanding - diluted36,497,337 38,440,392 36,548,768 39,549,035 
Earnings per share
Basic$0.31 $0.22 $0.39 $0.43 
Diluted$0.30 $0.22 $0.39 $0.42 
The Company excluded 1.8 million and 0.2 million common stock equivalents from diluted EPS related to antidilutive equity instruments during the three and nine months ended September 30, 2024, respectively. For the three months ended September 30, 2024, the antidilutive effect is primarily attributable to the warrants. During the three months ended September 30, 2024, the average stock price of the Company was below the strike price of the warrants, whereas during the nine months ended September 30, 2024, the average stock price exceeded the warrants’ strike price. The Company excluded 2.0 million and 2.2 million common stock equivalents from diluted EPS related to antidilutive equity instruments during the three and nine months ended September 30, 2023, respectively
v3.24.3
Supplemental Disclosures of Cash Flow Information
9 Months Ended
Sep. 30, 2024
Supplemental Cash Flow Elements [Abstract]  
Supplemental Disclosures of Cash Flow Information Supplemental Disclosures of Cash Flow Information
The following table presents certain supplemental cash flow information:
Nine Months Ended September 30,
20242023
(dollars in thousands)
Supplemental disclosures of cash flow information
Interest paid, net of amounts capitalized$— $— 
Income taxes paid$8,799 $8,736 
 
Supplemental disclosures of non-cash investing and financing activities
Change in right-of-use assets for new, modified, or terminated operating leases$16,337 $338 
Conversion of deferred offering costs to debt issuance costs$5,140 $— 
v3.24.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Pay vs Performance Disclosure        
Net Income (Loss) $ 11,110 $ 8,596 $ 14,185 $ 16,761
v3.24.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2024
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.24.3
Company and Summary of Significant Account Policies (Policies)
9 Months Ended
Sep. 30, 2024
Accounting Policies [Abstract]  
Basis of Presentation Basis of Presentation and Consolidation—The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and all subsidiaries, partnerships, and other entities in which the Company has a controlling interest as well as variable interest entities (“VIEs”) in which the Company is deemed the primary beneficiary. The Company’s investments in both unconsolidated entities in which a significant, but less than controlling, interest is held and in VIEs in which the Company is not deemed to be the primary beneficiary are accounted for under the equity method. All intercompany transactions and balances have been eliminated in consolidation.
Principles of Consolidation The accompanying unaudited consolidated financial statements have been prepared in accordance with GAAP for interim financial information and pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the SEC on February 29, 2024. The accompanying unaudited consolidated financial statements include all adjustments, consisting of normal recurring entries, necessary for a fair presentation of the Company’s results for the interim periods presented. Results for the interim periods are not necessarily indicative of the results to be expected for the full year due to seasonal variations and other factors.
Use of Estimates Use of Estimates—The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts in the consolidated financial statements and accompanying notes. Actual results could differ materially from these estimates.
Recent Accounting Pronouncements
Recent Accounting Pronouncements
In March 2023, the FASB issued ASU 2023-01, which amends the application of ASU 2016-02, Leases (Topic 842), related to leases with entities under common control, also referred to as common control leases. The amendments to this update require an entity to consider the useful life of leasehold improvements associated with common control leases from the perspective of the common control group and amortize the leasehold improvements over the useful life of the assets to the common control group, instead of the term of the lease. Any remaining value for the leasehold improvement at the end of the lease would be adjusted through equity. The standard was effective for fiscal years beginning after December 15, 2023, early adoption was permitted. The adoption did not have a material impact on the Company’s consolidated financial statements.
In November 2023, the FASB issued ASU 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures, which requires disclosure of additional segment information. The guidance requires entities to provide significant segment expenses that are regularly provided to the entity’s chief operating decision maker (“CODM”), other segment items to reconcile segment revenue and significant expenses to the reported measure of segment profit or loss, a description of the composition of the other segment items, and the title and position of the CODM. The amendments in this update also expand the segment disclosure requirements to interim periods. The guidance is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. The new guidance must be applied retrospectively to all prior periods presented in the financial statements, with the significant segment expense and other segment item amounts disclosed based on categories identified in the period of adoption. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures, which requires annual disclosure of specific categories in the income tax rate reconciliation and of additional information for reconciling items that meet a quantitative threshold among other changes. Specifically, the guidance requires a tabular reconciliation disclosure, using both percentages and amounts. The guidance is effective for annual periods beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this guidance on its consolidated financial statements and related disclosures.
v3.24.3
Business Combination and Asset Acquisition (Tables)
9 Months Ended
Sep. 30, 2024
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed
The following is a summary of the preliminary allocation of the purchase price based on the fair value of assets acquired and liabilities assumed (dollars in thousands).
Assets Acquired
Cash$4,760 
Real estate inventories154,004 
Goodwill86,958 
Other intangible assets1,950 
Other assets4,539 
Total assets$252,211 
Liabilities Assumed
Accounts payable$2,472 
Accrued expenses9,936 
Total liabilities12,408 
Net assets acquired$239,803 
Schedule of Business Acquisition, Pro Forma Information Unaudited pro forma net income adjusts the operating results of Antares to reflect the additional costs that would have been recorded assuming the fair value adjustments had been applied as of the beginning of the year preceding the year of acquisition, including the tax-effected amortization of the acquired intangible assets and transaction related costs.
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Revenue$338,472 $316,506 $1,106,312 $944,110 
Pretax income18,343 13,292 35,960 23,133 
Provision for income taxes4,167 3,251 8,613 5,671 
Net income$14,176 $10,041 $27,347 $17,462 
v3.24.3
Variable Interest Entities (Tables)
9 Months Ended
Sep. 30, 2024
Organization, Consolidation and Presentation of Financial Statements [Abstract]  
Schedule of Variable Interest Entities
The following table summarizes the carrying amount and classification of the VIEs’ assets and liabilities in the consolidated balance sheets as of September 30, 2024 and December 31, 2023.

September 30, 2024December 31, 2023
(dollars in thousands)
Cash$9,153 $2,950 
Real estate inventories53,064 79,441 
Due from affiliates72 203 
Other assets2,089 2,107 
Total assets$64,378 $84,701 
 
Accounts payable$157 $384 
Accrued expenses and other liabilities5,362 5,257 
Total liabilities$5,519 $5,641 
v3.24.3
Real Estate Inventories (Tables)
9 Months Ended
Sep. 30, 2024
Real Estate Inventories [Abstract]  
Schedule of Real Estate Inventories
Real estate inventories are summarized as follows:
September 30, 2024December 31, 2023
(dollars in thousands)
Deposits and pre-acquisition costs$119,638 $99,702 
Land held and land under development480,265 272,825 
Homes completed or under construction790,142 692,126 
Model homes18,232 57,073 
Total real estate inventories$1,408,277 $1,121,726 
Schedule Of Fair Value Of Impaired Inventory Real estate inventories impairment charges are recorded to cost of home sales in the consolidated statements of operations.
Impairment DataQuantitative Data
Three Months EndedNumber of Projects ImpairedReal Estate Inventories ImpairmentFair Value of Inventory After ImpairmentDiscount Rate
(dollars in thousands)
September 30, 20241$800 $5,828 13 %
June 30, 20231$4,700 $19,363 11 %
v3.24.3
Notes and Other Debts Payable, net (Tables)
9 Months Ended
Sep. 30, 2024
Debt Disclosure [Abstract]  
Schedule of Long-term Debt Instruments
Amounts outstanding under notes and other debts payable, net consist of the following:
September 30, 2024December 31, 2023
(dollars in thousands)
11.0% Senior Notes due July 2028
$250,000 $250,000 
8.875% Senior Notes due April 2029
300,000 — 
Discount and deferred loan costs(20,339)(13,857)
Senior Notes, net$529,661 $236,143 
September 30, 2024December 31, 2023
(dollars in thousands)
Line of credit facility$207,400 $315,000 
Deferred loan costs(4,923)(7,369)
Line of credit facility, net$202,477 $307,631 
v3.24.3
Commitment and Contingencies (Tables)
9 Months Ended
Sep. 30, 2024
Commitments and Contingencies Disclosure [Abstract]  
Schedule of Product Warranty Liability Estimated future direct warranty costs are accrued and charged to cost of sales in the period when the related homebuilding revenues are recognized. Changes in the Company’s warranty accrual are detailed in the table below:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Beginning warranty accrual$49,262 $46,227 $48,949 $46,657 
Warranty provision1,757 2,988 6,028 5,162 
Warranty payments(2,635)(3,547)(6,593)(6,151)
Ending warranty accrual$48,384 $45,668 $48,384 $45,668 
Schedule of Operating Lease Maturity
Future minimum payments under the noncancelable operating leases in effect at September 30, 2024 were as follows (dollars in thousands):
2024$2,758 
20259,508 
20266,193 
20273,770 
20282,576 
Thereafter5,535 
Total lease payments30,340 
Less: Discount(4,473)
Present value of lease liabilities$25,867 
v3.24.3
Segment Reporting (Tables)
9 Months Ended
Sep. 30, 2024
Segment Reporting [Abstract]  
Schedule of Segment Reporting Information, by Segment
The following table summarizes total revenue and pretax income by segment:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands)
Revenue
Arizona$95,082 $69,308 $282,737 $215,000 
California96,900 103,982 363,005 270,756 
Colorado18,881 — 37,936 — 
Florida75,880 104,058 279,992 320,740 
Metro New York— — 4,475 1,649 
Texas51,729 — 95,511 4,187 
Total revenues$338,472 $277,348 $1,063,656 $812,332 
 
Pretax income (loss)
Arizona$7,792 $5,253 $12,625 $4,826 
California9,580 9,795 28,788 17,184 
Colorado167 — (1,913)— 
Florida2,026 4,378 7,850 23,993 
Metro New York(636)(917)(2,885)(1,818)
Texas(1,142)(1,383)(5,880)(4,144)
Total pretax income for reportable segments17,787 17,126 38,585 40,041 
Corporate(2,898)(4,577)(18,387)(14,246)
Total pretax income$14,889 $12,549 $20,198 $25,795 
Schedule of Reconciliation of Assets from Segment to Consolidated
The following table summarizes total assets by segment:
September 30, 2024December 31, 2023
(dollars in thousands)
Assets
Arizona$328,313 $336,424 
California444,524 479,218 
Colorado34,337 27,240 
Florida458,568 425,154 
Metro New York38,760 42,047 
Texas361,749 60,255 
Total assets for reportable segments1,666,251 1,370,338 
Corporate60,360 100,894 
Total assets$1,726,611 $1,471,232 
v3.24.3
Fair Value (Tables)
9 Months Ended
Sep. 30, 2024
Fair Value Disclosures [Abstract]  
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis
The following table presents carrying values, excluding any discounts or deferred loan costs, and estimated fair values of financial instruments:
September 30, 2024December 31, 2023
HierarchyCarrying ValueFair ValueCarrying ValueFair Value
(dollars in thousands)
Liabilities:
Line of credit facility (1)
Level 2$207,400 $207,400 $315,000 $315,000 
11.0% Senior Notes
Level 2$250,000 $273,750 $250,000 $257,500 
8.875% Senior Notes
Level 2$300,000 $316,875 $— $— 
(1)     Carrying amount approximates fair value due to the variable interest rate terms of this loan.
v3.24.3
Stock-Based Compensation (Tables)
9 Months Ended
Sep. 30, 2024
Share-Based Payment Arrangement [Abstract]  
Schedule of Stock Compensation Expense
The following table presents a summary of the Company’s nonvested performance share units (“PSUs”) and restricted stock units (“RSUs”) for the nine months ended September 30, 2024:
AwardsWeighted Average Grant Date Fair Value
(in thousands)
Nonvested, at December 31, 2023
1,488 $8.74 
Granted526 8.64 
Vested(275)9.33 
Forfeited(39)9.44 
Nonvested, at September 30, 2024
1,700 $8.60 
Schedule of Stock Option Activity
The following table presents a summary of the Company’s stock options activity for the nine months ended September 30, 2024:
Number of SharesWeighted Average Exercise Price per ShareWeighted Average Remaining Contractual TermAggregate Intrinsic Value
(in thousands)(in years)(in thousands)
Options outstanding at December 31, 2023
684 $8.08 
Granted303 12.44 
Exercised(108)8.37 
Forfeited(137)10.13 
Options outstanding at September 30, 2024
742 $9.44 8.30$2,175 
Options exercisable at September 30, 2024
260 $8.40 7.62$1,024 
Schedule of Outstanding RSUs and PSUs
The following table presents a summary of the Company’s outstanding RSUs and PSUs, assuming the current estimated level of performance achievement:
September 30, 2024
(in thousands, except period)
Unvested units1,700 
Remaining cost on unvested units$3,547 
Remaining vesting period2.83 years
v3.24.3
Earnings Per Share (Tables)
9 Months Ended
Sep. 30, 2024
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted
The following table sets forth the computation of basic and diluted earnings per share (“EPS”) for the three and nine months ended September 30, 2024 and 2023:
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(dollars in thousands, except share and per share amounts)
Numerator
Net income attributable to common stockholders$11,110 $8,596 $14,185 $16,761 
Denominator
Weighted average common shares outstanding - basic36,279,056 38,336,100 36,252,957 39,402,507 
Dilutive effect of warrants— — 3,586 — 
Dilutive effect of options112,487 — 115,251 — 
Dilutive effect of share-based awards105,794 104,292 176,974 146,528 
Weighted average common shares outstanding - diluted36,497,337 38,440,392 36,548,768 39,549,035 
Earnings per share
Basic$0.31 $0.22 $0.39 $0.43 
Diluted$0.30 $0.22 $0.39 $0.42 
v3.24.3
Supplemental Disclosures of Cash Flow Information (Tables)
9 Months Ended
Sep. 30, 2024
Supplemental Cash Flow Elements [Abstract]  
Schedule of Cash Flow, Supplemental Disclosures
The following table presents certain supplemental cash flow information:
Nine Months Ended September 30,
20242023
(dollars in thousands)
Supplemental disclosures of cash flow information
Interest paid, net of amounts capitalized$— $— 
Income taxes paid$8,799 $8,736 
 
Supplemental disclosures of non-cash investing and financing activities
Change in right-of-use assets for new, modified, or terminated operating leases$16,337 $338 
Conversion of deferred offering costs to debt issuance costs$5,140 $— 
v3.24.3
Company and Summary of Significant Account Policies (Details)
9 Months Ended
Sep. 30, 2024
segment
Accounting Policies [Abstract]  
Number of reportable segments 6
v3.24.3
Business Combination and Asset Acquisition - Narrative (Details)
$ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended
Oct. 10, 2023
USD ($)
lot
Apr. 30, 2024
USD ($)
lot
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Apr. 01, 2024
USD ($)
Dec. 31, 2023
USD ($)
Jan. 18, 2022
USD ($)
Business Acquisition [Line Items]                  
Goodwill     $ 155,597   $ 155,597     $ 68,639  
Richfield Homes Lots                  
Business Acquisition [Line Items]                  
Number of lots acquired | lot 290                
Payments to acquire productive assets $ 22,500                
Goodwill                  
Business Acquisition [Line Items]                  
Goodwill amortization period                 15 years
Antares Debt                  
Business Acquisition [Line Items]                  
Repayments of Debt   $ 40,200              
Antares                  
Business Acquisition [Line Items]                  
Business acquisition, consideration   $ 239,800              
Number of lots acquired | lot   2,100              
Increase to goodwill     3,300            
Other intangible assets             $ 1,950    
Goodwill             $ 86,958   $ 87,000
Transaction related costs     0   3,600        
Revenue     338,472 $ 316,506 1,106,312 $ 944,110      
Net income     14,176 $ 10,041 27,347 $ 17,462      
Antares | Homebuilding Revenues                  
Business Acquisition [Line Items]                  
Revenue     41,500   77,200        
Net income     $ 100   $ (800)        
Antares | Trade Names                  
Business Acquisition [Line Items]                  
Other intangible assets                 $ 2,000
Antares | Trade Names | Minimum                  
Business Acquisition [Line Items]                  
Useful life (in years)     12 months   12 months        
Antares | Trade Names | Maximum                  
Business Acquisition [Line Items]                  
Useful life (in years)     18 months   18 months        
v3.24.3
Business Combination and Asset Acquisition - Net Assets Acquired (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Apr. 01, 2024
Dec. 31, 2023
Jan. 18, 2022
Assets Acquired        
Goodwill $ 155,597   $ 68,639  
Antares        
Assets Acquired        
Cash   $ 4,760    
Real estate inventories   154,004    
Goodwill   86,958   $ 87,000
Other intangible assets   1,950    
Other assets   4,539    
Total assets   252,211    
Liabilities Assumed        
Accounts payable   2,472    
Accrued expenses   9,936    
Total liabilities   12,408    
Net assets acquired   $ 239,803    
v3.24.3
Business Combination and Asset Acquisition - Pro Forma Financial Information (Details) - Antares - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Business Acquisition [Line Items]        
Revenue $ 338,472 $ 316,506 $ 1,106,312 $ 944,110
Pretax income 18,343 13,292 35,960 23,133
Provision for income taxes (4,167) (3,251) (8,613) (5,671)
Net income $ 14,176 $ 10,041 $ 27,347 $ 17,462
v3.24.3
Variable Interest Entities - Schedule of Variable Interest Entities (Details)
$ in Thousands
Sep. 30, 2024
USD ($)
project
Dec. 31, 2023
USD ($)
Variable Interest Entity [Line Items]    
Cash $ 32,198 $ 119,555
Real estate inventories 1,408,277 1,121,726
Total assets 1,726,611 1,471,232
Accounts payable 95,923 77,969
Accrued expenses and other liabilities 216,647 160,256
Total liabilities $ 1,045,589 782,880
Variable Interest Entities    
Variable Interest Entity [Line Items]    
Number of VIE's | project 2  
Cash $ 9,153 2,950
Real estate inventories 53,064 79,441
Other assets 2,089 2,107
Total assets 64,378 84,701
Accounts payable 157 384
Accrued expenses and other liabilities 5,362 5,257
Total liabilities 5,519 5,641
Variable Interest Entities | Related Party    
Variable Interest Entity [Line Items]    
Due from affiliates $ 72 $ 203
Variable Interest Entities | 14th Ave JV | NEW YORK    
Variable Interest Entity [Line Items]    
Number of VIE's | project 1  
Variable Interest Entities | LCF Joint Venture    
Variable Interest Entity [Line Items]    
Number of VIE's | project 1  
v3.24.3
Real Estate Inventories - Schedule of Real Estate Inventories (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Real Estate Inventories [Abstract]    
Deposits and pre-acquisition costs $ 119,638 $ 99,702
Land held and land under development 480,265 272,825
Homes completed or under construction 790,142 692,126
Model homes 18,232 57,073
Total real estate inventories $ 1,408,277 $ 1,121,726
v3.24.3
Real Estate Inventories - Narrative (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
project
Jun. 30, 2023
USD ($)
numberOfProjectImpaired
Sep. 30, 2024
USD ($)
project
Sep. 30, 2023
USD ($)
numberOfProjectImpaired
Real Estate Inventories [Line Items]        
Real estate inventories impairment $ 800   $ 800 $ 4,700
Level 3 | Real Estate        
Real Estate Inventories [Line Items]        
Real estate inventories impairment $ 800 $ 4,700    
Number of Projects Impaired 1 1 1 1
v3.24.3
Real Estate Inventories - Schedule of Fair Value of Impaired Inventory (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
project
Jun. 30, 2023
USD ($)
numberOfProjectImpaired
Sep. 30, 2024
USD ($)
project
Sep. 30, 2023
USD ($)
numberOfProjectImpaired
Real Estate Inventories [Line Items]        
Real estate inventories impairment $ 800   $ 800 $ 4,700
Real Estate | Level 3        
Real Estate Inventories [Line Items]        
Number of Projects Impaired 1 1 1 1
Real estate inventories impairment $ 800 $ 4,700    
Fair Value of Inventory After Impairment $ 5,828 $ 19,363 $ 5,828  
Real Estate | Level 3 | Measurement Input, Default Rate | Valuation Technique, Discounted Cash Flow        
Real Estate Inventories [Line Items]        
Discount Rate 0.13 0.11 0.13  
v3.24.3
Capitalized Interest (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]        
Interest costs capitalized adjustment $ 20.6 $ 14.4 $ 57.5 $ 37.6
Interest expense, related party $ 13.6 $ 10.0 $ 42.2 $ 21.9
v3.24.3
Other Assets (Details) - USD ($)
$ in Millions
Sep. 30, 2024
Dec. 31, 2023
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]    
Contract assets $ 2.6 $ 6.0
Remaining performance obligation, amount 0.2 1.1
Deferred revenue $ 0.0 $ 0.2
v3.24.3
Notes and Other Debts Payable, net - Schedule of Long-term Debt Instruments (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
11.0% Senior Notes    
Debt Instrument [Line Items]    
Long-term debt, gross $ 250,000 $ 250,000
Discount and deferred loan costs (20,339) (13,857)
Line of credit facility, net  529,661 236,143
8.875% Senior Notes due April 2029    
Debt Instrument [Line Items]    
Long-term debt, gross 300,000 0
Line of credit facility | Revolving Credit Facility    
Debt Instrument [Line Items]    
Long-term debt, gross 207,400 315,000
Deferred loan costs (4,923) (7,369)
Line of credit facility, net  $ 202,477 $ 307,631
v3.24.3
Notes and Other Debts Payable, net - Narrative (Details) - USD ($)
9 Months Ended
Sep. 30, 2024
Apr. 30, 2024
Dec. 31, 2023
Jul. 31, 2023
Oct. 31, 2021
Debt Instrument [Line Items]          
Line of credit facility, outstanding $ 202,477,000   $ 307,631,000    
Line of credit facility | Revolving Credit Facility          
Debt Instrument [Line Items]          
Interest rate, stated percentage 3.40%        
Credit agreement, current borrowing capacity     $ 455,000,000.0    
Write off of previously deferred financing costs $ 5,200,000        
Line of credit facility, outstanding $ 207,400,000        
Credit facility, maximum borrowing capacity         $ 850,000,000.0
Effective interest rate at period end 8.23%        
Note Purchase Agreement | Unsecured Debt          
Debt Instrument [Line Items]          
Principal amount       $ 250,000,000.0  
Interest rate, stated percentage       11.00%  
8.875% Senior Notes due April 2029          
Debt Instrument [Line Items]          
Principal amount   $ 300,000,000.0      
Interest rate, stated percentage   8.875%      
v3.24.3
Commitments and Contingencies - Narrative (Details)
$ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended
Jun. 30, 2024
USD ($)
Oct. 31, 2023
insurer
Sep. 30, 2024
USD ($)
extension
Sep. 30, 2023
USD ($)
Dec. 31, 2021
USD ($)
insurer
Sep. 30, 2024
USD ($)
extension
Sep. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Loss Contingencies [Line Items]                
Number of options to renew | extension     1     1    
Weighted average remaining lease term (in years)     4 years 7 months 6 days     4 years 7 months 6 days   5 years 8 months 12 days
Revenue     $ 338,472 $ 277,348   $ 1,063,656 $ 812,332  
Right-of-use asset     $ 24,800     $ 24,800   $ 11,900
Weighted average rate (percent)     8.10%     8.10%   5.50%
Lease liabilities     $ 25,867     $ 25,867   $ 13,100
Operating lease expense     800 $ 900   2,400 $ 2,800  
Model Homes Sale LeaseBack                
Loss Contingencies [Line Items]                
Revenue     4,200     64,900    
Sale Leaseback Transaction, Historical Cost $ 3,500   $ 61,500     $ 61,500    
Right-of-use asset 13,600              
Lease liabilities $ 13,600              
Minimum                
Loss Contingencies [Line Items]                
Lease term (in years)     1 year     1 year    
Minimum | Model Homes Sale LeaseBack                
Loss Contingencies [Line Items]                
Sale Leaseback Transaction, Lease Term 3 months              
Maximum                
Loss Contingencies [Line Items]                
Lease term (in years)     7 years     7 years    
Maximum | Model Homes Sale LeaseBack                
Loss Contingencies [Line Items]                
Sale Leaseback Transaction, Lease Term 36 months              
Performance Guarantee                
Loss Contingencies [Line Items]                
Performance bonds outstanding     $ 115,800     $ 115,800   $ 109,300
Paycheck Protection Program Notes                
Loss Contingencies [Line Items]                
Number of insurers who paid claims on behalf of the company in the wrongful death settlement | insurer         3      
Proceeds from PPP loan         $ 14,900      
Number of insurers filed a lawsuit seeking reimbursement | insurer   1            
Number of other insurers filed lawsuit seeking reimbursement | insurer   2            
v3.24.3
Commitments and Contingencies - Schedule of Product Warranty Liability (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Movement in Standard Product Warranty Accrual [Roll Forward]        
Beginning warranty accrual $ 49,262 $ 46,227 $ 48,949 $ 46,657
Warranty provision 1,757 2,988 6,028 5,162
Warranty payments (2,635) (3,547) (6,593) (6,151)
Ending warranty accrual $ 48,384 $ 45,668 $ 48,384 $ 45,668
v3.24.3
Commitments and Contingencies - Schedule of Operating Lease Maturity (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Commitments and Contingencies Disclosure [Abstract]    
2024 $ 2,758  
2025 9,508  
2026 6,193  
2027 3,770  
2028 2,576  
Thereafter 5,535  
Total lease payments 30,340  
Less: Discount (4,473)  
Present value of lease liabilities $ 25,867 $ 13,100
v3.24.3
Related Party Transactions (Details)
$ / shares in Units, $ in Thousands
1 Months Ended 3 Months Ended 9 Months Ended
Mar. 31, 2024
USD ($)
Aug. 31, 2023
USD ($)
$ / shares
shares
Jun. 30, 2023
USD ($)
$ / shares
shares
Jun. 30, 2022
USD ($)
Dec. 31, 2021
USD ($)
Jul. 31, 2021
USD ($)
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Sep. 30, 2024
USD ($)
Sep. 30, 2023
USD ($)
Dec. 31, 2023
USD ($)
Related Party Transaction [Line Items]                      
Stock issuance costs                 $ 2,719 $ 224  
Right-of-use asset             $ 24,800   24,800   $ 11,900
Present value of lease liabilities             25,867   25,867   13,100
Interest expense, related party             13,600 $ 10,000 42,200 21,900  
Real estate inventories (less than for September 30, 2024)             1,408,277   1,408,277   1,121,726
California                      
Related Party Transaction [Line Items]                      
Related party transaction, rate           7.00%          
Landsea Holding Share Repurchase Program                      
Related Party Transaction [Line Items]                      
Aggregate net proceeds from stock offering     $ 3,300                
Stock issuance costs     $ 800                
Landsea Holding Share Repurchase Program | Public Stock Offering                      
Related Party Transaction [Line Items]                      
Common stock period of transaction 0.50                    
Shares sold in offering | shares     443,478                
Landsea Holding Share Repurchase Program | Public Stock Offering | Maximum                      
Related Party Transaction [Line Items]                      
Reimbursable expenses to the underwriters $ 600                    
Landsea Holding Share Repurchase Program | IPO                      
Related Party Transaction [Line Items]                      
Share price (in dollars per share) | $ / shares     $ 7.50                
Green Investment Alpha Limited Share Repurchase Program                      
Related Party Transaction [Line Items]                      
Aggregate net proceeds from stock offering   $ 7,800                  
Stock issuance costs   $ 300                  
Green Investment Alpha Limited Share Repurchase Program | Public Stock Offering                      
Related Party Transaction [Line Items]                      
Shares sold in offering | shares   800,000                  
Green Investment Alpha Limited Share Repurchase Program | IPO                      
Related Party Transaction [Line Items]                      
Share price (in dollars per share) | $ / shares   $ 9.75                  
Equity Method Investee                      
Related Party Transaction [Line Items]                      
Due from affiliates             4,500   4,500   3,500
Landsea Capital Fund                      
Related Party Transaction [Line Items]                      
Related party transaction, amounts of transaction             4,300 6,700 18,500 8,600  
Landsea Capital Fund | LCF JV                      
Related Party Transaction [Line Items]                      
Related party transaction, amounts of transaction       $ 55,000              
Related Party                      
Related Party Transaction [Line Items]                      
Revenue from related parties         $ 15,200            
Interest expense, related party             100 400 600 800  
Related Party | Minimum | California                      
Related Party Transaction [Line Items]                      
Interest expense, related party             0 100 100 500  
Related Party | Minimum | Landsea Holdings                      
Related Party Transaction [Line Items]                      
Interest expense, related party             100 300 100 1,600  
Affiliated Entity                      
Related Party Transaction [Line Items]                      
Payments for rent             0 200 200 600  
Right-of-use asset             0   0   500
Present value of lease liabilities             0   0   500
Real estate inventories (less than for September 30, 2024)             100   100   1,000
Affiliated Entity | California                      
Related Party Transaction [Line Items]                      
Developed lots purchased in the period             0 $ 3,000 4,000 $ 7,000  
Affiliated Entity | California | Predetermined Land Purchase Price                      
Related Party Transaction [Line Items]                      
Related party transaction, amounts of transaction           $ 28,900          
Affiliated Entity | Landsea Holdings                      
Related Party Transaction [Line Items]                      
Real estate inventories (less than for September 30, 2024)             $ 300   $ 300   $ 400
v3.24.3
Income Taxes (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Income Tax Disclosure [Abstract]        
Provision for income taxes $ 3,498 $ 3,066 $ 4,838 $ 6,323
Effective income tax rate 23.50% 24.40% 24.00% 24.50%
v3.24.3
Segment Reporting - Narrative (Details)
$ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
segment
Dec. 31, 2023
USD ($)
Segment Reporting Information [Line Items]    
Number of geographic regions | segment 6  
Number of reportable segments | segment 6  
Cash $ 32,198 $ 119,555
Goodwill 155,597 68,639
Texas    
Segment Reporting Information [Line Items]    
Goodwill 87,000  
Florida    
Segment Reporting Information [Line Items]    
Goodwill 47,900 47,900
Arizona    
Segment Reporting Information [Line Items]    
Goodwill 20,700 20,700
Corporate    
Segment Reporting Information [Line Items]    
Cash $ 26,500 $ 65,200
v3.24.3
Segment Reporting - Schedule of Segment Reporting Information, by Segment (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Segment Reporting Information [Line Items]        
Revenue $ 338,472 $ 277,348 $ 1,063,656 $ 812,332
Total pretax income 14,889 12,549 20,198 25,795
Operating Segments        
Segment Reporting Information [Line Items]        
Total pretax income 17,787 17,126 38,585 40,041
Corporate        
Segment Reporting Information [Line Items]        
Total pretax income (2,898) (4,577) (18,387) (14,246)
Arizona        
Segment Reporting Information [Line Items]        
Revenue 95,082 69,308 282,737 215,000
Arizona | Operating Segments        
Segment Reporting Information [Line Items]        
Total pretax income 7,792 5,253 12,625 4,826
California        
Segment Reporting Information [Line Items]        
Revenue 96,900 103,982 363,005 270,756
California | Operating Segments        
Segment Reporting Information [Line Items]        
Total pretax income 9,580 9,795 28,788 17,184
Colorado        
Segment Reporting Information [Line Items]        
Revenue 18,881 0 37,936 0
Colorado | Operating Segments        
Segment Reporting Information [Line Items]        
Total pretax income 167 0 (1,913) 0
Florida        
Segment Reporting Information [Line Items]        
Revenue 75,880 104,058 279,992 320,740
Florida | Operating Segments        
Segment Reporting Information [Line Items]        
Total pretax income 2,026 4,378 7,850 23,993
Metro New York        
Segment Reporting Information [Line Items]        
Revenue 0 0 4,475 1,649
Metro New York | Operating Segments        
Segment Reporting Information [Line Items]        
Total pretax income (636) (917) (2,885) (1,818)
Texas        
Segment Reporting Information [Line Items]        
Revenue 51,729 0 95,511 4,187
Texas | Operating Segments        
Segment Reporting Information [Line Items]        
Total pretax income $ (1,142) $ (1,383) $ (5,880) $ (4,144)
v3.24.3
Segment Reporting - Schedule of Reconciliation of Assets from Segment to Consolidated (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Segment Reporting Information [Line Items]    
Total assets $ 1,726,611 $ 1,471,232
Operating Segments    
Segment Reporting Information [Line Items]    
Total assets 1,666,251 1,370,338
Operating Segments | Arizona    
Segment Reporting Information [Line Items]    
Total assets 328,313 336,424
Operating Segments | California    
Segment Reporting Information [Line Items]    
Total assets 444,524 479,218
Operating Segments | Colorado    
Segment Reporting Information [Line Items]    
Total assets 34,337 27,240
Operating Segments | Florida    
Segment Reporting Information [Line Items]    
Total assets 458,568 425,154
Operating Segments | Metro New York    
Segment Reporting Information [Line Items]    
Total assets 38,760 42,047
Operating Segments | Texas    
Segment Reporting Information [Line Items]    
Total assets 361,749 60,255
Corporate    
Segment Reporting Information [Line Items]    
Total assets $ 60,360 $ 100,894
v3.24.3
Fair Value - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - USD ($)
$ in Thousands
Sep. 30, 2024
Dec. 31, 2023
Carrying Value | Line of credit facility    
Liabilities:    
Long-term debt $ 207,400 $ 315,000
Carrying Value | 11.0% Senior Notes    
Liabilities:    
Long-term debt 250,000 250,000
Carrying Value | 8.875% Senior Notes    
Liabilities:    
Long-term debt 300,000 0
Fair Value | Line of credit facility | Level 2    
Liabilities:    
Long-term debt 207,400 315,000
Fair Value | 11.0% Senior Notes | Level 2    
Liabilities:    
Long-term debt 273,750 257,500
Fair Value | 8.875% Senior Notes | Level 2    
Liabilities:    
Long-term debt $ 316,875 $ 0
v3.24.3
Fair Value - Narrative (Details)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
USD ($)
project
Jun. 30, 2023
USD ($)
numberOfProjectImpaired
Sep. 30, 2024
USD ($)
project
Sep. 30, 2023
USD ($)
numberOfProjectImpaired
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Impairment of real estate $ 800   $ 800 $ 4,700
Level 3 | Real Estate        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Number of Projects Impaired 1 1 1 1
Impairment of real estate $ 800 $ 4,700    
Fair value of inventory after impairment 5,828 $ 19,363 $ 5,828  
California        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Real estate inventories, carrying value 6,600   6,600 $ 24,100
California | Level 3 | Real Estate        
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]        
Fair value of inventory after impairment $ 5,800   $ 5,800 $ 19,400
v3.24.3
Stock-Based Compensation - Schedule of Stock Compensation Expense (Details) - Restricted Stock Units and Performance Stock Units
shares in Thousands
9 Months Ended
Sep. 30, 2024
$ / shares
shares
Awards  
Nonvested, beginning of the year (in shares) | shares 1,488
Grants (in shares) | shares 526
Vested (in shares) | shares (275)
Forfeited (in shares) | shares (39)
Nonvested, End of the year (in shares) | shares 1,700
Weighted Average Grant Date Fair Value  
Weighted average grand date fair value outstanding, beginning of the year (in dollars per share) | $ / shares $ 8.74
Grant date fair value (in dollars per share) | $ / shares 8.64
Vested (in dollars per share) | $ / shares 9.33
Forfeited (in dollars per share) | $ / shares 9.44
Weighted average grand date fair value outstanding, End of the year (in dollars per share) | $ / shares $ 8.60
v3.24.3
Stock-Based Compensation - Schedule of Stock Option Activity (Details) - Stock Option
$ / shares in Units, $ in Thousands
9 Months Ended 12 Months Ended
Sep. 30, 2024
USD ($)
$ / shares
shares
Dec. 31, 2023
USD ($)
$ / shares
shares
Number of Shares    
Options outstanding, beginning balance (in shares) | shares 684,000  
Granted (in shares) | shares 303,000  
Exercised (in shares) | shares (108,000)  
Forfeited (in shares) | shares (137,000)  
Options outstanding, ending balance (in shares) | shares 742,000 684,000
Options exercisable (in shares) | shares 260,000  
Weighted Average Exercise Price per Share    
Weighted average exercise price, beginning balance (in dollars per share) | $ / shares $ 8.08  
Granted (in dollars per share) | $ / shares 12.44  
Exercised (in dollars per share) | $ / shares 8.37  
Forfeited (in dollars per share) | $ / shares 10.13  
Weighted average exercise price, ending balance (in dollars per share) | $ / shares 9.44 $ 8.08
Options exercisable (in dollars per share) | $ / shares $ 8.40  
Weighted Average Remaining Contractual Term    
Weighted average remaining contractual term 8 years 3 months 18 days
Options exercisable, Weighted average remaining contractual term 7 years 7 months 13 days  
Aggregate Intrinsic Value    
Aggregate intrinsic value | $ $ 2,175
Options exercisable | $ $ 1,024  
v3.24.3
Stock-Based Compensation - Narrative (Details) - USD ($)
$ in Millions
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Restricted Stock Units and Performance Stock Units | General and Administrative Expense        
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]        
Stock-based compensation expense $ 1.0 $ 0.9 $ 2.5 $ 2.2
v3.24.3
Stock-Based Compensation - Schedule of Outstanding RSUs and PSUs (Details) - Restricted Stock Units and Performance Stock Units
shares in Thousands, $ in Thousands
9 Months Ended
Sep. 30, 2024
USD ($)
shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]  
Unvested units (in shares) | shares 1,700
Remaining cost on unvested units | $ $ 3,547
Remaining vesting period (in years) 2 years 9 months 29 days
v3.24.3
Stockholders' Equity (Details)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Jan. 07, 2021
shares
Sep. 30, 2024
USD ($)
$ / shares
shares
Sep. 30, 2023
USD ($)
shares
Sep. 30, 2024
USD ($)
trading_day
$ / shares
shares
Sep. 30, 2023
USD ($)
shares
Dec. 31, 2023
$ / shares
shares
Oct. 31, 2023
USD ($)
Jul. 31, 2023
USD ($)
Mar. 31, 2023
USD ($)
Class of Stock [Line Items]                  
Common stock, shares authorized (in shares)   500,000,000.0   500,000,000.0   500,000,000      
Common stock, par value (in dollars per share) | $ / shares   $ 0.0001   $ 0.0001   $ 0.0001      
Preferred stock, shares authorized (in shares)   50,000,000.0   50,000,000.0   50,000,000      
Preferred stock, par value (in dollars per share) | $ / shares   $ 0.0001   $ 0.0001   $ 0.0001      
Common stock, shares issued (in shares)   41,678,878   41,678,878   41,382,453      
Common stock, shares outstanding (in shares)   36,282,883   36,282,883   36,520,894      
Preferred stock, shares issued (in shares)   0   0   0      
Preferred stock, shares outstanding (in shares)   0   0   0      
Repurchase of common stock | $     $ 13,820 $ 6,509 $ 21,352        
Warrants outstanding (in shares)   15,525,000   15,525,000          
Public Warrants                  
Class of Stock [Line Items]                  
Exercise price of warrants (in dollars per share) | $ / shares   $ 1.15   $ 1.15          
Number of shares per warrant (in shares)   0.1   0.1          
Amendment distribution price per per warrant (in dollars per share) | $ / shares   $ 1.85   $ 1.85          
Payments for repurchase of warrants | $       $ 28,700          
Warrants outstanding, term (in years)   5 years   5 years          
Minimum conversion price, per warrant (in dollars per share) | $ / shares   $ 0.01   $ 0.01          
Written notice, period       30 days          
Stock price trigger (in dollars per share) | $ / shares       $ 18.00          
Threshold trading days | trading_day       20          
Threshold consecutive trading days | trading_day       30          
Merger Agreement | Common Class A | Level Field Capital, LLC                  
Class of Stock [Line Items]                  
Equity interests still held (in shares) 1,000,000                
Common stock threshold period 24 months                
Merger Agreement | Earnout Shares | Level Field Capital, LLC | Landsea Holdings                  
Class of Stock [Line Items]                  
Equity interests transferred (in shares) 500,000                
Share Repurchase Program                  
Class of Stock [Line Items]                  
Additional authorized repurchase amount | $               $ 3,300 $ 10,000
Additional authorized repurchase amount with no stated expiration date | $             $ 20,000 $ 10,000  
Stock repurchase program, authorized (in shares)   0   0          
Repurchase of common stock and associated tax (in shares)   0 1,391,867 534,436 2,360,736        
Repurchase of common stock | $     $ 13,700 $ 6,400 $ 21,200        
Remaining authorized repurchase amount | $   $ 2,500   $ 2,500          
v3.24.3
Earnings Per Share - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($)
$ / shares in Units, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Sep. 30, 2024
Sep. 30, 2023
Numerator        
Net Income (Loss) $ 11,110 $ 8,596 $ 14,185 $ 16,761
Denominator        
Weighted average common shares outstanding - basic (in shares) 36,279,056 38,336,100 36,252,957 39,402,507
Dilutive effect of warrants (in shares) 0 0 3,586 0
Dilutive effect of options (in shares) 112,487 0 115,251 0
Dilutive effect of share-based awards (in shares) 105,794 104,292 176,974 146,528
Diluted (in shares) 36,497,337 38,440,392 36,548,768 39,549,035
Earnings per share        
Basic (in dollars per share) $ 0.31 $ 0.22 $ 0.39 $ 0.43
Diluted (in dollars per share) $ 0.30 $ 0.22 $ 0.39 $ 0.42
Antidilutive securities excluded from computation of earnings per share, amount (in shares) 1,800,000 2,000,000.0 200,000 2,200,000
v3.24.3
Supplemental Disclosures of Cash Flow Information - Schedule of Cash Flow, Supplemental Disclosures (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2024
Sep. 30, 2023
Supplemental disclosures of cash flow information    
Interest paid, net of amounts capitalized $ 0 $ 0
Income taxes paid 8,799 8,736
Supplemental disclosures of non-cash investing and financing activities    
Change in right-of-use assets for new, modified, or terminated operating leases 16,337 338
Conversion of deferred offering costs to debt issuance costs $ 5,140 $ 0

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