0001406587FALSE00014065872023-07-202023-07-20

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 ______________________________
FORM 8-K
 ______________________________
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 20, 2023
 ______________________________
Forestar Group Inc.
(Exact name of registrant as specified in its charter)
Delaware001-3366226-1336998
(State or other jurisdiction of incorporation)
(Commission File Number)
(IRS Employer Identification No.)
2221 E. Lamar Blvd., Suite 790, Arlington, Texas 76006
(Address of principal executive offices)
(817) 769-1860
(Registrant’s telephone number, including area code)
 ______________________________

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
☐Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of Each ClassTrading SymbolName of Each Exchange on Which Registered
Common Stock, par value $1.00 per shareFORNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2).
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. o





Item 2.02.    Results of Operations and Financial Condition.

On July 20, 2023, Forestar Group Inc. issued a press release announcing its results and related information for its third quarter ended June 30, 2023. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated by reference in its entirety into this Item 2.02.

The information furnished in this Item 2.02 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.

Item 9.01.    Financial Statements and Exhibits.
(d)Exhibits
99.1
104Cover Page Interactive Data File (embedded within the Inline XBRL document contained in Exhibit 101).




SIGNATURE

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 hereunto duly authorized.
Forestar Group Inc.
Date:July 20, 2023By:
/S/ JAMES D. ALLEN
James D. Allen
Executive Vice President and
Chief Financial Officer


FORESTAR REPORTS FISCAL 2023 THIRD QUARTER RESULTS

ARLINGTON, Texas (Business Wire) - July 20, 2023 — Forestar Group Inc. (“Forestar”) (NYSE: FOR), a leading national residential lot developer, today reported financial results for its third quarter ended June 30, 2023.

Fiscal 2023 Third Quarter Highlights
All comparisons are year-over-year

•Net income increased 18% to $46.8 million or $0.93 per diluted share
•Pre-tax income increased 18% to $62.4 million, with a pre-tax profit margin of 16.9%
•Consolidated revenues increased 20% to $368.9 million on 3,812 lots sold
•Owned and controlled 73,000 lots
•Return on equity of 11.9% for the trailing twelve months ended June 30, 2023
•Book value per share increased 13% to $25.96
•Net debt to total capital ratio improved to 19.1%

Daniel Bartok, CEO, said, “Builder incentives have helped bridge the affordability gap for many new homebuyers, and the supply of both new and existing homes remains limited. As a result, builder sentiment has improved, and housing starts have increased. Stronger demand for finished residential lots helped to drive solid third quarter results, highlighted by net income increasing 18% to $46.8 million or $0.93 per diluted share.

“The supply of vacant developed lots, particularly at affordable price points, continues to be constrained across our footprint. Forestar is the market leader in a highly fragmented and under-capitalized industry and is well-positioned as a key lot supplier to the homebuilding industry. We are confident about Forestar’s ability to capitalize on opportunities that build shareholder value with our broad geographic footprint, attractive land positions, strong balance sheet, relationship with the nation’s largest homebuilder, and most importantly, our experienced team.”

Financial Results
Net income for the third quarter of fiscal 2023 increased 18% to $46.8 million, or $0.93 per diluted share, compared to $39.7 million, or $0.80 per diluted share, in the same quarter of fiscal 2022. Pre-tax income for the quarter increased 18% to $62.4 million from $52.7 million in the same quarter of fiscal 2022. Revenues for the quarter increased 20% to $368.9 million from $308.5 million in the same quarter of fiscal 2022.

Net income for the nine months ended June 30, 2023 decreased 26% to $94.5 million, or $1.89 per diluted share, compared to $128.0 million, or $2.57 per diluted share, in the same period of fiscal 2022. Pre-tax income for the nine months ended June 30, 2023 decreased 26% to $126.2 million from $169.4 million in the same period of fiscal 2022. The nine months ended June 30, 2023 included $19.4 million of pre-tax real estate impairment charges to cost of sales compared to $3.8 million in the same period of fiscal 2022. Revenues for the nine months ended June 30, 2023 decreased 22% to $887.1 million from $1.1 billion in the same period of fiscal 2022.

The Company’s return on equity was 11.9% for the trailing twelve months ended June 30, 2023. Return on equity is calculated as net income for the trailing twelve months divided by average stockholders’ equity, where average stockholders’ equity is the sum of ending stockholders’ equity balances of the trailing five quarters divided by five.




Operational Results
Lots sold during the third quarter increased 10% to 3,812 lots compared to 3,473 lots in the same quarter of fiscal 2022. During the third quarter of fiscal 2023, Forestar sold 625 lots to customers other than D.R. Horton, Inc. (“D.R. Horton”), compared to 435 lots in the prior year quarter. In the third quarter of fiscal 2023, lots sold to customers other than D.R. Horton included 105 lots that were sold to a lot banker who expects to sell those lots to D.R. Horton at a future date.

Lots sold during the nine months ended June 30, 2023 decreased 34% to 9,054 lots compared to 13,777 lots in the same period of fiscal 2022. During the nine months ended June 30, 2023, 1,107 lots were sold to customers other than D.R. Horton compared to 1,954 lots in the same period of fiscal 2022. Lots sold to customers other than D.R. Horton in the nine months ended June 30, 2023 included 252 lots that were sold to a lot banker who expects to sell those lots to D.R. Horton at a future date compared to 358 lots in the prior year period.

The Company’s lot position at June 30, 2023 was 73,000 lots, of which 53,700 were owned and 19,300 were controlled through land and lot purchase contracts. Lots owned at June 30, 2023 included 7,800 that were fully developed. Of the Company’s owned lot position at June 30, 2023, 14,900 lots, or 28%, were under contract to be sold, representing approximately $1.4 billion of future revenue. Another 16,900 lots, or 31%, of the Company’s owned lots were subject to a right of first offer to D.R. Horton based on executed purchase and sale agreements at June 30, 2023.

Capital Structure, Leverage and Liquidity
Forestar ended the quarter with $401.0 million of unrestricted cash and $380.2 million of available borrowing capacity on its senior unsecured revolving credit facility for total liquidity of $781.2 million. Debt at June 30, 2023 totaled $707.2 million, with no senior note maturities until fiscal 2026. The Company’s net debt to total capital ratio at the end of the quarter was 19.1%. Net debt to total capital consists of debt net of unrestricted cash divided by stockholders’ equity plus debt net of unrestricted cash.

Outlook
Donald J. Tomnitz, Chairman of the Board, said, “Our commitment to operational excellence and a relentless focus on execution enabled us to deliver solid third quarter results. The Forestar team sold 3,812 lots generating $368.9 million in revenues and $62.4 million in pre-tax income. Once again, Forestar demonstrated its ability to deliver strong profitability and maintain attractive returns. We will continue to strive to maximize returns by balancing our pace of sales and lot pricing.

“Forestar is uniquely positioned to take advantage of the shortage of finished lots in the homebuilding industry. Our strong balance sheet and ample liquidity give us the flexibility to invest in land opportunities that will drive our future growth and maintain an appropriate level of finished lots in inventory to meet builder demand. We will continue to aggregate significant market share over the next few years, while we maintain our disciplined approach when investing capital to enhance the long-term value of Forestar.”

Conference Call and Webcast Details
The Company will host a conference call today (Thursday, July 20) at 5:00 p.m. Eastern Time. The dial-in number is 888-506-0062, the entry code is 130193 and the call will also be webcast from the Company’s website at investor.forestar.com.

About Forestar Group Inc.
Forestar Group Inc. is a residential lot development company with operations in 52 markets and 20 states. Based in Arlington, Texas, the Company delivered more than 12,900 residential lots during the twelve-month period ended June 30, 2023. Forestar is a majority-owned subsidiary of D.R. Horton, the largest homebuilder by volume in the United States since 2002.




Forward-Looking Statements
Portions of this document may constitute “forward-looking statements” as defined by the Private Securities Litigation Reform Act of 1995. Although Forestar believes any such statements are based on reasonable assumptions, there is no assurance that actual outcomes will not be materially different. All forward-looking statements are based upon information available to Forestar on the date this release was issued. Forestar does not undertake any obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise. Forward-looking statements in this release include the supply of vacant developed lots, particularly at affordable price points, continues to be constrained across our footprint; Forestar is the market leader in a highly fragmented and under-capitalized industry and is well-positioned as a key lot supplier to the homebuilding industry; we are confident about Forestar’s ability to capitalize on opportunities that build shareholder value with our broad geographic footprint, attractive land positions, strong balance sheet, relationship with the nation’s largest homebuilder, and most importantly, our experienced team. Forward-looking statement also include we will continue to strive to maximize returns by balancing our pace of sales and lot pricing; Forestar is uniquely positioned to take advantage of the shortage of finished lots in the homebuilding industry; our strong balance sheet and ample liquidity give us the flexibility to invest in land opportunities that will drive our future growth and maintain an appropriate level of finished lots in inventory to meet builder demand; and we will continue to aggregate significant market share over the next few years, while we maintain our disciplined approach when investing capital to enhance the long-term value of Forestar.

Factors that may cause the actual results to be materially different from the future results expressed by the forward-looking statements include, but are not limited to: the effect of D.R. Horton’s controlling level of ownership on us and the holders of our securities; our ability to realize the potential benefits of the strategic relationship with D.R. Horton; the effect of our strategic relationship with D.R. Horton on our ability to maintain relationships with our customers; the impact of COVID-19 on the economy and our business; the cyclical nature of the homebuilding and lot development industries and changes in economic, real estate and other conditions; the impacts of weather conditions and natural disasters; health and safety incidents relating to our operations; supply shortages and other risks of acquiring land, construction materials and skilled labor; competitive conditions in our industry; our ability to achieve our strategic initiatives; continuing liabilities related to assets that have been sold; the impact of governmental policies, laws or regulations and actions or restrictions of regulatory agencies; the cost and availability of property suitable for residential lot development; general economic, market or business conditions where our real estate activities are concentrated; our dependence on relationships with national, regional and local homebuilders; our ability to obtain or the availability of surety bonds to secure our performance related to construction and development activities and the pricing of bonds; obtaining reimbursements and other payments from governmental districts and other agencies and timing of such payments; our ability to succeed in new markets; the conditions of the capital markets and our ability to raise capital to fund expected growth; our ability to manage and service our debt and comply with our debt covenants, restrictions and limitations; the volatility of the market price and trading volume of our common stock; our ability to hire and retain key personnel; the impact of significant inflation, higher interest rates or deflation; and the strength of our information technology systems and the risk of cybersecurity breaches and our ability to satisfy privacy and data protection laws and regulations. Additional information about issues that could lead to material changes in performance is contained in Forestar’s annual report on Form 10-K and its most recent quarterly report on Form 10-Q, both of which are or will be filed with the Securities and Exchange Commission.

Contact
Katie Smith, 817-769-1860
Director of Finance & Investor Relations
InvestorRelations@forestar.com


FORESTAR GROUP INC.
Consolidated Balance Sheets
(Unaudited)
June 30, 2023September 30, 2022
 (In millions, except share data)
ASSETS
Cash and cash equivalents$401.0 $264.8 
Real estate1,909.1 2,022.4 
Investment in unconsolidated ventures0.5 0.5 
Property and equipment, net5.7 5.7 
Other assets59.1 49.6 
Total assets$2,375.4 $2,343.0 
LIABILITIES
Accounts payable$68.6 $72.2 
Accrued development costs91.1 122.3 
Earnest money on sales contracts123.8 136.2 
Deferred tax liability, net34.1 36.9 
Accrued expenses and other liabilities54.1 70.1 
Debt707.2 706.0 
Total liabilities1,078.9 1,143.7 
EQUITY
Common stock, par value $1.00 per share, 200,000,000 authorized shares,
49,903,713 and 49,761,480 shares issued and outstanding
at June 30, 2023 and September 30, 2022, respectively
49.9 49.8 
Additional paid-in capital643.2 640.6 
Retained earnings602.4 507.9 
Stockholders' equity1,295.5 1,198.3 
Noncontrolling interests1.0 1.0 
Total equity1,296.5 1,199.3 
Total liabilities and equity$2,375.4 $2,343.0 



FORESTAR GROUP INC.
Consolidated Statements of Operations
(Unaudited)

 
Three Months Ended June 30,Nine Months Ended June 30,
 2023202220232022
 (In millions, except per share amounts)
Revenues$368.9 $308.5 $887.1 $1,137.7 
Cost of sales283.9 234.6 698.7 902.9 
Selling, general and administrative expense26.4 24.1 71.3 69.9 
Equity in earnings of unconsolidated ventures— — — (1.1)
Gain on sale of assets— (2.7)(1.6)(3.2)
Interest and other income(3.8)(0.2)(7.5)(0.2)
Income before income taxes62.4 52.7 126.2 169.4 
Income tax expense15.6 13.0 31.7 41.4 
Net income$46.8 $39.7 $94.5 $128.0 
Basic net income per common share$0.94 $0.80 $1.89 $2.57 
Weighted average number of common shares50.1 49.9 50.0 49.8 
Diluted net income per common share$0.93 $0.80 $1.89 $2.57 
Adjusted weighted average number of common shares50.2 49.9 50.0 49.8 


FORESTAR GROUP INC.
Revenues, Residential Lots Sold and Lot Position

REVENUES
Three Months Ended June 30,Nine Months Ended June 30,
2023202220232022
(In millions)
Residential lot sales:
Development projects$334.2 $294.6 $790.3 $1,078.8 
Lot banking projects— — — 27.3 
Decrease in contract liabilities0.6 0.5 4.0 2.1 
334.8 295.1 794.3 1,108.2 
Deferred development projects10.3 7.9 24.6 20.4 
345.1 303.0 818.9 1,128.6 
Tract sales and other23.8 5.5 68.2 9.1 
Total revenues$368.9 $308.5 $887.1 $1,137.7 
RESIDENTIAL LOTS SOLD
Three Months Ended June 30,Nine Months Ended June 30,
2023202220232022
Development projects3,812 3,406 9,054 12,593 
Lot banking projects— — — 330 
3,812 3,406 9,054 12,923 
Deferred development projects— 67 — 854 
3,812 3,473 9,054 13,777 
Average sales price per lot (1)
$87,700 $86,500 $87,300 $85,600 
LOT POSITION
June 30, 2023September 30, 2022
Lots owned53,700 61,800 
Lots controlled under land and lot purchase contracts19,300 28,300 
Total lots owned and controlled73,000 90,100 
Owned lots under contract to sell to D.R. Horton13,600 17,800 
Owned lots under contract to customers other than D.R. Horton1,300 1,400 
Total owned lots under contract14,900 19,200 
Owned lots subject to right of first offer with D.R. Horton based on executed purchase and sale agreements16,900 18,900 
Owned lots fully developed7,800 5,500 
_____________
(1)Excludes lots sold from deferred development projects and any impact from change in contract liabilities.

v3.23.2
Cover
Jul. 20, 2023
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Jul. 20, 2023
Entity Registrant Name Forestar Group Inc.
Entity Incorporation, State or Country Code DE
Entity File Number 001-33662
Entity Tax Identification Number 26-1336998
Entity Address, Address Line One 2221 E. Lamar Blvd.
Entity Address, Address Line Two Suite 790
Entity Address, City or Town Arlington
Entity Address, State or Province TX
Entity Address, Postal Zip Code 76006
City Area Code 817
Local Phone Number 769-1860
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $1.00 per share
Trading Symbol FOR
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0001406587
Amendment Flag false
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