Related Party Transactions (Notes)

3 Months Ended

Jun. 30, 2022

Related Party Transactions

The Company has a Shared Services Agreement with D.R. Horton whereby D.R. Horton provides the Company with certain administrative, compliance, operational and procurement services. In the nine months ended June 30, 2022, selling, general and administrative expense in the consolidated statements of operations includes $3.1 million for these shared services, $5.5 million for the cost of health insurance and other employee benefits and $5.6 million for other corporate and administrative expenses paid by D.R. Horton on behalf of the Company. In the nine months ended June 30, 2021, shared services expenses were $2.9 million, the cost of health insurance and other employee benefits was $3.4 million and other corporate and administrative expenses paid by D.R. Horton on behalf of the Company were $5.5 million.

Under the terms of the Master Supply Agreement with D.R. Horton, both companies identify land development opportunities to expand the Company's portfolio of assets. At June 30, 2022 and September 30, 2021, the Company owned approximately 65,300 and 64,400 residential lots, respectively, of which D.R. Horton had the following involvement.


	June 30, 2022		September 30, 2021
	(Dollars in millions)
Residential lots under contract to sell to D.R. Horton	19,300		21,000
Residential lots subject to right of first offer with D.R. Horton	19,100		18,200
Earnest money deposits from D.R. Horton for lots under contract	$	139.2	$	143.1
Earnest money notes from D.R. Horton for lots under contract	$	—	$	0.7
Remaining purchase price of lots under contract with D.R. Horton	$	1,496.5	$	1,582.7

In the three months ended June 30, 2022 and 2021, the Company sold 3,473 and 3,858 residential lots, and lot sales revenues were $303.0 million and $307.4 million. In the nine months ended June 30, 2022 and 2021, the Company sold 13,777 and 11,013 residential lots, and lot sales revenues were $1.1 billion and $894.5 million. Lot sales to D.R. Horton and the related revenue in those periods were as follows:


	Three Months Ended June 30,				Nine Months Ended June 30,
	2022		2021		2022		2021
	(Dollars in millions)
Residential single-family lots sold to D.R. Horton	3,038		3,719		11,823		10,466
Residential lot sales revenues from sales to D.R. Horton	$	257.6	$	300.4	$	975.7	$	860.0
Tract acres sold to D.R. Horton	—		7		—		21
Tract sales revenues from sales to D.R. Horton	$	—	$	3.0	$	—	$	6.0
Other revenue from transactions with D.R. Horton	$	—	$	2.4	$	—	$	2.4

In addition, the net impact of the change in contract liabilities increased revenues on lot sales to D.R. Horton by $0.5 million and $2.1 million in the three and nine months ended June 30, 2022 and decreased revenues on lot sales to D.R. Horton by $3.9 million in both the three and nine months ended June 30, 2021.

In the three and nine months ended June 30, 2022, the Company reimbursed D.R. Horton approximately $4.2 million and $9.6 million for previously paid earnest money and $18.3 million and $56.1 million for pre-acquisition and other due diligence and development costs related to land purchase contracts whereby D.R. Horton assigned its rights under these land purchase contracts to the Company. In the three and nine months ended June 30, 2021, the Company reimbursed D.R. Horton approximately $3.5 million and $27.7 million for previously paid earnest money and $14.9 million and $43.1 million for pre-acquisition and other due diligence and development costs.

In the three and nine months ended June 30, 2022, the Company paid D.R. Horton $0.4 million and $2.0 million for land development services compared to $1.3 million and $4.2 million for these services in the prior year periods. Additionally, in the three months ended June 30, 2022, the Company paid D.R. Horton a commission of $0.2 million related to a tract sale to a third party. These amounts are included in cost of sales in the Company’s consolidated statements of operations.

At June 30, 2022 and September 30, 2021, undeveloped land primarily consists of undeveloped land which the Company has the contractual right to sell to D.R. Horton at a sales price equal to the carrying value of the land at the time of sale plus additional consideration of 12% to 16% per annum.

At June 30, 2022 and September 30, 2021, accrued expenses and other liabilities on the Company's consolidated balance sheets includes $1.1 million and $6.7 million, respectively, owed to D.R. Horton for any accrued and unpaid shared service charges, land purchase contract deposits and due diligence and other development cost reimbursements.