Third Quarter 2023 and Recent
Highlights
- Valencia sold 146 homesites on approximately 26 acres of land
and recognized revenue of $60.6 million.
- Valencia builder sales of 75 homes during the quarter compared
to 79 in the second quarter of 2023.
- Great Park builder sales of 113 homes during the quarter
compared to 177 in the second quarter of 2023.
- Consolidated revenues of $65.9 million; consolidated net income
of $14.2 million.
- Cash and cash equivalents of $218.3 million as of September 30,
2023.
- Debt to total capitalization ratio of 24.5% and liquidity of
$343.3 million as of September 30, 2023.
- Extended the maturity date of the Company's $125.0 million
unsecured revolving credit facility to April 2026.
Five Point Holdings, LLC (“Five Point” or the “Company”)
(NYSE:FPH), an owner and developer of large mixed-use planned
communities in California, today reported its third quarter 2023
results.
Dan Hedigan, Chief Executive Officer, said, “In the third
quarter, we built on our positive momentum from the first half of
the year, with earnings for the third quarter of $14.2 million and
an increase in our cash position of $25.1 million, giving us total
cash and cash equivalents of $218.3 million. Notwithstanding the
headwinds created by the interest rate environment, we are seeing
consistent home sales in our communities and continued interest
from home builders in our land. Our results for the quarter reflect
our sustained focus on our three main priorities: generating
revenue, right-sizing our SG&A, and limiting our capital
spend.
Given our continued success in cash generation and
profitability, I am pleased to announce that today we closed on an
amendment to our revolving credit facility, which extends the term
through April 2026.”
Consolidated Results
Liquidity and Capital Resources
As of September 30, 2023, total liquidity of $343.3 million was
comprised of cash and cash equivalents totaling $218.3 million and
borrowing availability of $125.0 million under our unsecured
revolving credit facility. Total capital was $1.9 billion,
reflecting $2.9 billion in assets and $1.0 billion in liabilities
and redeemable noncontrolling interests.
Results of Operations for the Three Months Ended September 30,
2023
Revenues. Revenues of $65.9 million for the three months
ended September 30, 2023 were primarily generated from land sales
at our Valencia segment. At Valencia we closed the sale of land
entitled for an aggregate of 146 homesites on approximately 26
acres. The fixed base purchase price of $60.6 million was paid at
closing.
Equity in loss from unconsolidated entities. Equity in
loss from unconsolidated entities was $0.6 million for the three
months ended September 30, 2023. The Great Park Venture generated
net loss of $1.4 million during the three months ended September
30, 2023, and our share of the net loss from our 37.5% percentage
interest, adjusted for basis differences, was $0.4 million.
Additionally, we recognized $0.4 million in loss from our 75%
interest in the Gateway Commercial Venture.
Selling, general, and administrative. Selling, general,
and administrative expenses were $11.9 million for the three months
ended September 30, 2023.
Net income. Consolidated net income for the quarter was
$14.2 million. Net income attributable to noncontrolling interests
totaled $7.6 million, resulting in net income attributable to the
Company of $6.6 million. Net income attributable to noncontrolling
interests represents the portion of income allocated to related
party partners and members that hold units of the operating company
and the San Francisco Venture. Holders of units of the operating
company and the San Francisco Venture can redeem their interests
for either, at our election, our Class A common shares on a
one-for-one basis or cash. In connection with any redemption or
exchange, our ownership of our operating subsidiaries will increase
thereby reducing the amount of income allocated to noncontrolling
interests in subsequent periods.
Conference Call
Information
In conjunction with this release, Five Point will host a
conference call on Thursday, October 19, 2023 at 5:00 p.m. Eastern
Time. Dan Hedigan, Chief Executive Officer, and Kim Tobler, Chief
Financial Officer, will host the call. Interested investors and
other parties can listen to a live Internet audio webcast of the
conference call that will be available on the Five Point website at
ir.fivepoint.com. The conference call can also be accessed by
dialing (877) 451-6152 (domestic) or (201) 389-0879
(international). A telephonic replay will be available starting
approximately three hours after the end of the call by dialing
(844) 512-2921, or for international callers, (412) 317-6671. The
passcode for the live call and the replay is 13742066. The
telephonic replay will be available until 11:59 p.m. Eastern Time
on October 28, 2023.
About Five Point
Five Point, headquartered in Irvine, California, designs and
develops large mixed-use planned communities in Orange County, Los
Angeles County, and San Francisco County that combine residential,
commercial, retail, educational, and recreational elements with
public amenities, including civic areas for parks and open space.
Five Point’s communities include the Great Park Neighborhoods® in
Irvine, Valencia® in Los Angeles County, and Candlestick® and The
San Francisco Shipyard® in the City of San Francisco. These
communities are designed to include approximately 40,000
residential homes and approximately 23 million square feet of
commercial space.
Forward-Looking
Statements
This press release contains forward-looking statements that are
subject to risks and uncertainties. These statements concern
expectations, beliefs, projections, plans and strategies,
anticipated events or trends and similar expressions concerning
matters that are not historical facts. When used, the words
“anticipate,” “believe,” “expect,” “intend,” “may,” “might,”
“plan,” “estimate,” “project,” “should,” “will,” “would,” “result”
and similar expressions that do not relate solely to historical
matters are intended to identify forward-looking statements.
Forward-looking statements include, among others, statements that
refer to: our expectations of our future home sales and/or builder
sales; our future revenues, costs and financial performance,
including with respect to cash generation and profitability; and
future demographics and market conditions in the areas where our
communities are located. We caution you that any forward-looking
statements included in this press release are based on our current
views and information currently available to us. Forward-looking
statements are subject to risks, trends, uncertainties and factors
that are beyond our control. Some of these risks and uncertainties
are described in more detail in our filings with the SEC, including
our Annual Report on Form 10-K, under the heading “Risk Factors.”
Should one or more of these risks or uncertainties materialize, or
should underlying assumptions prove incorrect, actual results may
vary materially from those anticipated, estimated or projected. We
caution you therefore against relying on any of these
forward-looking statements. While forward-looking statements
reflect our good faith beliefs, they are not guarantees of future
performance. They are based on estimates and assumptions only as of
the date hereof. We undertake no obligation to update or revise any
forward-looking statement to reflect changes in underlying
assumptions or factors, new information, data or methods, future
events or other changes, except as required by applicable law.
FIVE POINT HOLDINGS,
LLC
CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS
(In thousands, except share
and per share amounts)
(Unaudited)
Three Months Ended September
30,
Nine Months Ended September
30,
2023
2022
2023
2022
REVENUES:
Land sales
$
60,694
$
72
$
60,685
$
643
Land sales—related party
—
2,817
595
4,529
Management services—related party
4,502
12,108
29,512
18,358
Operating properties
727
419
2,181
2,165
Total revenues
65,923
15,416
92,973
25,695
COSTS AND EXPENSES:
Land sales
38,967
—
38,967
—
Management services
2,371
7,488
14,419
12,372
Operating properties
1,351
1,580
4,321
5,797
Selling, general, and administrative
11,938
12,030
38,400
41,472
Restructuring
—
—
—
19,437
Total costs and expenses
54,627
21,098
96,107
79,078
OTHER INCOME:
Interest income
2,413
307
4,542
445
Miscellaneous
1,074
112
1,033
336
Total other income
3,487
419
5,575
781
EQUITY IN (LOSS) EARNINGS FROM
UNCONSOLIDATED ENTITIES
(622
)
(4,265
)
52,554
(4,654
)
INCOME (LOSS) BEFORE INCOME TAX
PROVISION
14,161
(9,528
)
54,995
(57,256
)
INCOME TAX PROVISION
(3
)
(3
)
(16
)
(16
)
NET INCOME (LOSS)
14,158
(9,531
)
54,979
(57,272
)
LESS NET INCOME (LOSS) ATTRIBUTABLE TO
NONCONTROLLING INTERESTS
7,555
(5,092
)
29,341
(30,592
)
NET INCOME (LOSS) ATTRIBUTABLE TO THE
COMPANY
$
6,603
$
(4,439
)
$
25,638
$
(26,680
)
NET INCOME (LOSS) ATTRIBUTABLE TO THE
COMPANY PER CLASS A SHARE
Basic
$
0.10
$
(0.06
)
$
0.37
$
(0.39
)
Diluted
$
0.09
$
(0.07
)
$
0.37
$
(0.39
)
WEIGHTED AVERAGE CLASS A SHARES
OUTSTANDING
Basic
68,865,783
68,514,843
68,794,915
68,393,923
Diluted
145,312,266
68,879,642
145,064,113
68,758,722
NET INCOME (LOSS) ATTRIBUTABLE TO THE
COMPANY PER CLASS B SHARE
Basic and diluted
$
0.00
$
(0.00
)
$
0.00
$
(0.00
)
WEIGHTED AVERAGE CLASS B SHARES
OUTSTANDING
Basic and diluted
79,233,544
79,233,544
79,233,544
79,233,544
FIVE POINT HOLDINGS,
LLC
CONDENSED CONSOLIDATED BALANCE
SHEETS
(In thousands, except
shares)
(Unaudited)
September 30, 2023
December 31, 2022
ASSETS
INVENTORIES
$
2,252,783
$
2,239,125
INVESTMENT IN UNCONSOLIDATED ENTITIES
301,436
331,594
PROPERTIES AND EQUIPMENT, NET
29,381
30,243
INTANGIBLE ASSET, NET—RELATED PARTY
31,029
40,257
CASH AND CASH EQUIVALENTS
218,264
131,771
RESTRICTED CASH AND CERTIFICATES OF
DEPOSIT
992
992
RELATED PARTY ASSETS
91,103
97,126
OTHER ASSETS
9,559
14,676
TOTAL
$
2,934,547
$
2,885,784
LIABILITIES AND CAPITAL
LIABILITIES:
Notes payable, net
$
621,802
$
620,651
Accounts payable and other liabilities
100,101
94,426
Related party liabilities
81,547
93,086
Deferred income tax liability, net
11,506
11,506
Payable pursuant to tax receivable
agreement
173,208
173,068
Total liabilities
988,164
992,737
REDEEMABLE NONCONTROLLING INTEREST
25,000
25,000
CAPITAL:
Class A common shares; No par value;
Issued and outstanding: September 30, 2023—69,199,938 shares;
December 31, 2022—69,068,354 shares
Class B common shares; No par value;
Issued and outstanding: September 30, 2023—79,233,544 shares;
December 31, 2022—79,233,544 shares
Contributed capital
590,551
587,733
Retained earnings
59,024
33,386
Accumulated other comprehensive loss
(2,914
)
(2,988
)
Total members’ capital
646,661
618,131
Noncontrolling interests
1,274,722
1,249,916
Total capital
1,921,383
1,868,047
TOTAL
$
2,934,547
$
2,885,784
FIVE POINT HOLDINGS,
LLC
SUPPLEMENTAL DATA
(In thousands)
(Unaudited)
Liquidity
September 30, 2023
Cash and cash equivalents
$
218,264
Borrowing capacity(1)
125,000
Total liquidity
$
343,264
(1)
As of September 30, 2023, no borrowings or
letters of credit were outstanding on the Company’s $125.0 million
revolving credit facility.
Debt to Total
Capitalization and Net Debt to Total Capitalization
September 30, 2023
Debt(1)
$
625,000
Total capital
1,921,383
Total capitalization
$
2,546,383
Debt to total capitalization
24.5
%
Debt(1)
$
625,000
Less: Cash and cash equivalents
218,264
Net debt
406,736
Total capital
1,921,383
Total net capitalization
$
2,328,119
Net debt to total
capitalization(2)
17.5
%
(1)
For purposes of this calculation, debt is
the amount due on the Company’s notes payable before offsetting for
capitalized deferred financing costs.
(2)
Net debt to total capitalization is a
non-GAAP financial measure defined as net debt (debt less cash and
cash equivalents) divided by total net capitalization (net debt
plus total capital). The Company believes the ratio of net debt to
total capitalization is a relevant and a useful financial measure
to investors in understanding the leverage employed in the
Company’s operations. However, because net debt to total
capitalization is not calculated in accordance with GAAP, this
financial measure should not be considered in isolation or as an
alternative to financial measures prescribed by GAAP. Rather, this
non-GAAP financial measure should be used to supplement the
Company's GAAP results.
Segment Results
The following table reconciles the results of operations of our
segments to our consolidated results for the three and nine months
ended September 30, 2023 (in thousands):
Three Months Ended September
30, 2023
Valencia
San Francisco
Great Park
Commercial
Total reportable
segments
Corporate and
unallocated
Total under management
Removal of unconsolidated
entities(1)
Total consolidated
REVENUES:
Land sales
$
60,694
$
—
$
1,255
$
—
$
61,949
$
—
$
61,949
$
(1,255
)
$
60,694
Land sales—related party
—
—
2,021
—
2,021
—
2,021
(2,021
)
—
Management services—related party(2)
—
—
4,392
110
4,502
—
4,502
—
4,502
Operating properties
562
165
—
2,154
2,881
—
2,881
(2,154
)
727
Total revenues
61,256
165
7,668
2,264
71,353
—
71,353
(5,430
)
65,923
COSTS AND EXPENSES:
Land sales
38,967
—
—
—
38,967
—
38,967
—
38,967
Management services(2)
—
—
2,371
—
2,371
—
2,371
—
2,371
Operating properties
1,351
—
—
829
2,180
—
2,180
(829
)
1,351
Selling, general, and administrative
2,539
1,033
2,289
1,097
6,958
8,366
15,324
(3,386
)
11,938
Management fees—related party
—
—
4,659
—
4,659
—
4,659
(4,659
)
—
Total costs and expenses
42,857
1,033
9,319
1,926
55,135
8,366
63,501
(8,874
)
54,627
OTHER INCOME (EXPENSE):
Interest income
—
6
1,964
25
1,995
2,407
4,402
(1,989
)
2,413
Interest expense
—
—
—
(721
)
(721
)
—
(721
)
721
—
Miscellaneous
1,074
—
—
—
1,074
—
1,074
—
1,074
Total other income (expense)
1,074
6
1,964
(696
)
2,348
2,407
4,755
(1,268
)
3,487
EQUITY IN EARNINGS (LOSS) FROM
UNCONSOLIDATED ENTITIES
141
—
327
—
468
—
468
(1,090
)
(622
)
SEGMENT PROFIT (LOSS)/INCOME BEFORE INCOME
TAX PROVISION
19,614
(862
)
640
(358
)
19,034
(5,959
)
13,075
1,086
14,161
INCOME TAX PROVISION
—
—
—
—
—
(3
)
(3
)
—
(3
)
SEGMENT PROFIT (LOSS)/NET INCOME
$
19,614
$
(862
)
$
640
$
(358
)
$
19,034
$
(5,962
)
$
13,072
$
1,086
$
14,158
(1)
Represents the removal of the Great Park
Venture and Gateway Commercial Venture operating results, which are
included in the Great Park segment and Commercial segment operating
results at 100% of each venture’s historical basis, respectively,
but are not included in our consolidated results as we account for
our investment in each venture using the equity method of
accounting.
(2)
For the Great Park and Commercial
segments, represents the revenues and expenses attributable to the
management company for providing services to the Great Park Venture
and the Gateway Commercial Venture, as applicable.
Nine Months Ended September
30, 2023
Valencia
San Francisco
Great Park
Commercial
Total reportable
segments
Corporate and
unallocated
Total under management
Removal of unconsolidated
entities(1)
Total consolidated
REVENUES:
Land sales
$
60,685
$
—
$
363,056
$
—
$
423,741
$
—
$
423,741
$
(363,056
)
$
60,685
Land sales—related party
595
—
9,416
—
10,011
—
10,011
(9,416
)
595
Management services—related party(2)
—
—
29,191
321
29,512
—
29,512
—
29,512
Operating properties
1,692
489
—
6,329
8,510
—
8,510
(6,329
)
2,181
Total revenues
62,972
489
401,663
6,650
471,774
—
471,774
(378,801
)
92,973
COSTS AND EXPENSES:
Land sales
38,967
—
165,749
—
204,716
—
204,716
(165,749
)
38,967
Management services(2)
—
—
14,419
—
14,419
—
14,419
—
14,419
Operating properties
4,321
—
—
2,632
6,953
—
6,953
(2,632
)
4,321
Selling, general, and administrative
8,580
3,275
7,432
3,250
22,537
26,545
49,082
(10,682
)
38,400
Management fees—related party
—
—
36,507
—
36,507
—
36,507
(36,507
)
—
Total costs and expenses
51,868
3,275
224,107
5,882
285,132
26,545
311,677
(215,570
)
96,107
OTHER INCOME (EXPENSE):
Interest income
—
9
5,172
25
5,206
4,533
9,739
(5,197
)
4,542
Interest expense
—
—
—
(1,829
)
(1,829
)
—
(1,829
)
1,829
—
Miscellaneous
1,033
—
—
—
1,033
—
1,033
—
1,033
Total other income (expense)
1,033
9
5,172
(1,804
)
4,410
4,533
8,943
(3,368
)
5,575
EQUITY IN EARNINGS FROM UNCONSOLIDATED
ENTITIES
500
—
1,563
—
2,063
—
2,063
50,491
52,554
SEGMENT PROFIT (LOSS)/INCOME BEFORE INCOME
TAX PROVISION
12,637
(2,777
)
184,291
(1,036
)
193,115
(22,012
)
171,103
(116,108
)
54,995
INCOME TAX PROVISION
—
—
—
—
—
(16
)
(16
)
—
(16
)
SEGMENT PROFIT (LOSS)/NET INCOME
$
12,637
$
(2,777
)
$
184,291
$
(1,036
)
$
193,115
$
(22,028
)
$
171,087
$
(116,108
)
$
54,979
(1)
Represents the removal of the Great Park
Venture and Gateway Commercial Venture operating results, which are
included in the Great Park segment and Commercial segment operating
results at 100% of each venture’s historical basis, respectively,
but are not included in our consolidated results as we account for
our investments in each venture using the equity method of
accounting.
(2)
For the Great Park and Commercial
segments, represents the revenues and expenses attributable to the
management company for providing services to the Great Park Venture
and the Gateway Commercial Venture, as applicable.
The table below reconciles the Great Park segment results to the
equity in (loss) earnings from our investment in the Great Park
Venture that is reflected in the condensed consolidated statements
of operations for the three and nine months ended September 30,
2023 (in thousands):
Three Months Ended September
30, 2023
Nine Months Ended September
30, 2023
Segment profit from operations
$
640
$
184,291
Less net income of management company
attributed to the Great Park segment
2,021
14,772
Net (loss) income of the Great Park
Venture
(1,381
)
169,519
The Company’s share of net (loss) income
of the Great Park Venture
(518
)
63,570
Basis difference accretion (amortization),
net
106
(10,498
)
Equity in (loss) earnings from the Great
Park Venture
$
(412
)
$
53,072
The table below reconciles the Commercial segment results to the
equity in loss from our investment in the Gateway Commercial
Venture that is reflected in the condensed consolidated statements
of operations for the three and nine months ended September 30,
2023 (in thousands):
Three Months Ended September
30, 2023
Nine Months Ended September
30, 2023
Segment loss from operations
$
(358
)
$
(1,036
)
Less net income of management company
attributed to the Commercial segment
110
321
Net loss of the Gateway Commercial
Venture
(468
)
(1,357
)
Equity in loss from the Gateway Commercial
Venture
$
(351
)
$
(1,018
)
View source
version on businesswire.com: https://www.businesswire.com/news/home/20231019419445/en/
Investor Relations: Kim Tobler, 949-425-5211
Kim.Tobler@fivepoint.com or Media: Eric Morgan, 949-349-1088
Eric.Morgan@fivepoint.com
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