XML 23 R7.htm IDEA: XBRL DOCUMENT v3.22.0.1
Intangible Assets, Goodwill and Other - USD ($)
 12 Months Ended
Dec. 31, 2021
Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]    
Goodwill and Intangible Assets Disclosure [Text Block]
Intangible Assets

On April 26, 2018 (the “Acquisition Date”), following a series of transactions, the Company acquired substantially all of the assets and assumed certain liabilities of GHO Homes Corporation and its affiliates (“GHO”) through a newly formed subsidiary, GRBK GHO Homes, LLC (“GRBK GHO”), in which the Company holds an 80% controlling interest.

Intangible assets related to the acquired trade name were recognized in this business combination. The amortization of the acquired trade name of $0.1 million for each of the years ended December 31, 2021, 2020, and 2019, respectively, was recorded in selling, general and administrative expense in the consolidated statements of income. The accumulated amortization of the acquired trade name was $0.3 million and $0.2 million as of December 31, 2021 and December 31, 2020, respectively.

The estimated amortization expense related to the acquired trade name for each of the next five years as of December 31, 2021 is as follows (in thousands):
2022$85 
202385 
202485 
202585 
202685 
Total$425 

Goodwill

The Company performed its annual goodwill impairment testing during the fourth quarter of 2021 by first completing a qualitative assessment in accordance with ASC 350. The Company determined that it was not more likely than not that the reporting unit’s estimated fair value was less than its carrying value and, therefore, a quantitative impairment test was unnecessary. The Company did not record any goodwill impairment during the years ended December 31, 2021, 2020 and 2019.

Contingent Consideration

Under the terms of the purchase agreement, the Company was obligated to pay contingent consideration to our partner if certain annual performance targets were met over the three-year period following the Acquisition Date. The performance targets specified in the purchase agreement were met for the period from January 1, 2019 through December 31, 2019, and the contingent consideration of $5.3 million was earned by the minority partner and paid by the Company in April 2020 in addition to a $1.5 million distribution of income. The performance targets specified in the purchase agreement were met for the period from January 1, 2020 through December 31, 2020, and the contingent consideration of $0.4 million was earned by the minority partner and paid by the Company in April 2021 in addition to a $0.1 million distribution of income. The performance targets were not met for the period from January 1, 2021 through April 26, 2021. The contingent consideration period expired April 26, 2021.
Redeemable Noncontrolling Interest in Equity of Consolidated Subsidiary

As part of the GRBK GHO business combination, we entered into a put/call agreement (“Put/Call Agreement”) with respect to the equity interest in the joint venture held by the minority partner. The Put/Call Agreement provides that the 20% ownership interest in GRBK GHO held by the minority partner would be subject to put and purchase options starting in April 2024. The exercise price would be based on the financial results of GRBK GHO for the three years prior to exercise of the option. If the minority partner does not exercise the put option, we have the option, but not the obligation, to buy the 20% interest in GRBK GHO from our partner.

Based on the nature of the put/call structure, the noncontrolling interest attributable to the 20% minority interest owned by our Florida-based partner is included as redeemable noncontrolling interest in equity of consolidated subsidiary in the Company’s consolidated financial statements.

The following table shows the changes in redeemable noncontrolling interest in equity of consolidated subsidiary during the year ended December 31, 2021 (in thousands):
Years Ended December 31,
20212020
Redeemable noncontrolling interest, beginning of period$13,543 $13,611 
Net income attributable to redeemable noncontrolling interest partner2,586 2,377 
Distributions of income to redeemable noncontrolling interest partner(106)(1,505)
Change in fair value of redeemable noncontrolling interest5,844 (940)
Redeemable noncontrolling interest, end of period$21,867 $13,543 
  
Amortization of Intangible Assets $ 100,000  
Finite-Lived Intangible Assets, Accumulated Amortization $ 300,000 $ 0.2