Michael Rehaut (JPMorgan): What the changes were to the tangible net worth requirement and some of the other covenants?
Stuart Miller: We are filing an 8K with respect to that amendment that will have all the details relating to those items over the next day or so. Minimum tangible net worth is an easy one. It was basically a reset based on our equity value at the end of November, plus a provision, in case there is a valuation reserved in the future relating to FAS 109.
Michael Rehaut (JPMorgan): What is the benefit in gross margins from prior impairments?
Bruce Gross: That is not something that we report on, because as we look at it there are land positions, they get renegotiated, some are new deals or old deals, and it is just not something that we track.
David Goldberg (UBS): Most of your JV partnerships have worked out as they were planned to work out. Could you talk about the exceptions, what goes wrong and how they play themselves out?
Stuart Miller: They have not worked out the way we had hoped they did. Our valuations for the assets was not to see in a loss position, I was talking about the mechanics of the joint venture. In most instances it has worked out exactly. We got what we have bargained for and that is a shared risk position with a joint venture partner. What happens when they do not work out, and we do have some that have not worked out, you have a partner that, because of the shift in market conditions, who finds himself in financial difficulty and can not uphold his end of day-to-day operations or funding interest or something like that. We have to sit and talk and re-negotiate, this puts us in a position relative to the partnership and relative to the bank relationship, to sit down and negotiate respective rights and obligations, and to reposition our position and the partnership in general.
David Goldberg (UBS): You are brining down the recourse that are in the JVs. How will you achieve that in the next two years?
Bruce Gross: The primary way is that, that is reduced is in dealing with the assets in the joint venture, which our partner might purchase, we might purchase, we might both purchase or a 3rd party can purchase. That is the primary way that we will deal with the joint venture debt. Once those assets are purchased, there is enough capital to pay down the recourse indebtedness at that point. Less so from transferring it to non-recourse indebtedness although we did refinance some of the recourse indebtedness in the past year. Some of that has been moved to non-recourse going forward. It is more dealing with the assets in the JV, focusing on reducing the number of JVs, and that is how we are going to bring that number down. We have been making a lot of progress already along those lines. We are comfortable we will achieve the goals that we set out and committed to with our banks.
Stuart Miller: This is not a Smoking Mirrors program of moving debt from one bucket to another, each of these ventures is being worked and focused on. Some of the ventures that we have in place have just lost their reason for being. It was that maybe we were sharing risk in equity with a partner, and today because of the shift in the market, the share risk is just gone away. It could be that a venture has moved from a responsibly levered partnership to a highly levered partnership just by the loss in equity. In each of these situations we are sitting down with partners and figuring out the right construction for moving forward. In some instances we have bought land or the land asset from a partnership that what we think is an attractive price, having written-off equity and positioning the venture. In other instances we have sold our equity to a partner who has taken on the debt and moved forward, so in all instances we are looking at fundamental alteration of the partnerships, some of our partnerships are excellently positioned and well there will be trails and tribulations going forward in working through a difficult market condition. They still have properly sized debt and properly positioned partners to be able to make the best of the assets.
Nishu Sood (Deutsche Bank): Could you give details on the 8,300 lots?
Bruce Gross: What we did there is we had 8300 home sites that were controlled for the future, they were longer term takedowns. Strategically what we did is we converted those 8300, which was one transaction, and for a similar dollar amount what we did is we purchased some shorter term home sites that were able to be put in production on a more current basis. The total dollar amount of each of those transactions, the sale and the purchase was in the $20 million range, so it was not significant at all, even though it was highlighted by the media just given that it was picked up shortly after the Morgan Stanley transaction, which had significant dollars involved and about 11,000 home sites. There were two separate transactions, but it was a re-positioning, as we have looked at around the country with our asset base it was not exactly a swap it was more of a re-positioning of assets, where we were more focused on shorter term assets that could be put into production sooner and generate cash flow quicker and to be going out as far, just given the fact that there is more land available as we look forward.
Nishu Sood (Deutsche Bank): How do you reconcile the Morgan Stanley venture in terms of understanding what types of lots were involved in that transaction?
Bruce Gross: The starting point is in our lower priced markets where we typically use rolling lot options like Texas and the Carolinas. There were no home sites that went into the program. These were primarily in markets where land is more expensive, in more of the coastal markets. That is where the geographic breakdown of these 11,000 home sites would split out more appropriately. There were a few end markets like California, as well as Florida and various other coastal markets in particular.
Dan Oppenheim (Banc of America Securities): A lot of the spec homes were sold during the past quarter. How many homes are in construction right now?
Bruce Gross: Homes under construction declined 68% from a year ago; there were 17,000 homes under construction in the fourth quarter of 2006 and 5500 at the end of the fourth quarter of 2007. The homes that were completed unsold have come down considerably as well. The first quarter of 2007, we were about 900 completed homes higher than we ended the year and we ended the year with 762 completed unsold homes.
Stephen East (Pali Capital): You had $500 million on free cash flow before the Morgan Stanley: How would you split that out between homebuilding versus land sales?
Bruce Gross: I do not have that split. We do not split that out on our cash flow statement.
Stephen East (Pali Capital): Is the majority of it from homebuilding?
Bruce Gross: That is a fair assumption.
Stephen East (Pali Capital): How do you relive the inventory? |