We have investments in various unconsolidated entities and our ownership interest in these investments range from 2.5% to 50%. These entities are structured as joint ventures and either (i) develop land for the joint venture participants and for sale to outside builders (“Land Development Joint Ventures”); (ii) develop for-sale homes (“Home Building Joint Ventures”); or (iii) develop luxury for-rent residential apartments and single family homes, commercial space, and a hotel (“Rental Property Joint Ventures”).

The table below provides information as of October 31, 2024, regarding active joint ventures that we were invested in, by joint venture category ($ amounts in thousands):


	Land Development Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Other Joint Ventures		Total
Number of unconsolidated entities	16		2		40		2		60
Investment in unconsolidated entities (1)	$	388,550	$	58,403	$	549,195	$	11,269	$	1,007,417
Number of unconsolidated entities with funding commitments by the Company	6		—		20		1		27
Company’s remaining funding commitment to unconsolidated entities (2)	$	242,966	$	—	$	65,444	$	4,427	$	312,837

(1) Our total investment includes $158.0 million related to eight unconsolidated joint venture-related variable interests in VIEs and our maximum exposure to losses related to these VIEs is approximately $369.8 million as of October 31, 2024, inclusive of our investment in these joint ventures. Our ownership interest in such unconsolidated Joint Venture VIEs ranges from 25% to 50%.


	Land Development Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Other Joint Ventures		Total
Number of unconsolidated entities	16		2		43		3		64
Investment in unconsolidated entities (1)	$	351,154	$	65,285	$	531,823	$	10,779	$	959,041
Number of unconsolidated entities with funding commitments by the Company	9		—		19		1		29
Company’s remaining funding commitment to unconsolidated entities (2)	$	204,438	$	—	$	184,266	$	12,066	$	400,770

(1) Our total investment includes $121.6 million related to 11 unconsolidated joint venture-related variable interests in VIEs and our maximum exposure to losses related to these VIEs is approximately $329.3 million as of October 31, 2023, inclusive of our investment in joint ventures. Our ownership interest in such unconsolidated Joint Venture VIEs ranges from 25% to 50%.

Certain joint ventures in which we have investments obtained debt financing to finance a portion of their activities. The table below provides information at October 31, 2024, regarding the debt financing obtained by category ($ amounts in thousands):


	Land Development Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Total
Number of joint ventures with debt financing	11		1		38		50
Aggregate loan commitments	$	639,589	$	98,150	$	3,538,148	$	4,275,887
Amounts borrowed under commitments	$	381,614	$	47,903	$	2,751,201	$	3,180,718

The table below provides information at October 31, 2023, regarding the debt financing obtained by category ($ amounts in thousands):


	Land Development Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Total
Number of joint ventures with debt financing	12		2		42		56
Aggregate loan commitments	$	610,758	$	219,650	$	3,731,847	$	4,562,255
Amounts borrowed under commitments	$	445,506	$	135,723	$	2,152,872	$	2,734,101

The table below provides information on joint ventures entered into during fiscal 2024 ($ amounts in thousands):


	Land Development Joint Ventures
Number of unconsolidated joint ventures entered into during the period	1
Investment balance at October 31, 2024	$	17,956

The table below provides information on joint ventures entered into during fiscal 2023 ($ amounts in thousands):


	Land Development Joint Ventures		Rental Property Joint Ventures
Number of unconsolidated joint ventures entered into during the period	1		5
Investment balance at October 31, 2023	$	14,867	$	59,567
Number of consolidated joint ventures entered into during the period	—		1
Carrying value of consolidated joint ventures’ assets at October 31, 2023	$	—	$	10,600
Noncontrolling interests in consolidated joint ventures at October 31, 2023	$	—	$	2,700

From time to time, certain of our rental property joint ventures sell assets to unrelated parties. In fiscal 2024, 2023 and 2022, certain of our Rental Property Joint Ventures sold their underlying assets and we recognized our proportionate share of the gains of $24.1 million, $50.9 million, and $21.0 million, respectively, which is included in “(Loss) income from unconsolidated entities” in our Consolidated Statements of Operations and Comprehensive Income.

In fiscal 2023, we sold our ownership interest in one of our Rental Property Joint Ventures and recognized a gain of $16.0 million, which is included in “Income from unconsolidated entities” in our Consolidated Statements of Operations and Comprehensive Income. No similar gains were recognized in fiscal 2024 or 2022.

In fiscal 2024, and 2022, we recognized other-than-temporary impairment charges on our investments in certain Rental Property Joint Ventures of $6.6 million and $8.0 million, respectively. No similar impairments were recognized in fiscal 2023.

In fiscal 2024, 2023 and 2022, we purchased land from unconsolidated entities, principally related to our acquisition of lots from our Land Development Joint Ventures, totaling $139.2 million, $110.7 million, and $54.8 million, respectively. Our share of income from the lots we acquired was insignificant in each period.

In our normal course of business, we may contribute land to certain of our joint ventures in exchange for an ownership interest. In fiscal 2023 and 2022, we sold land to unconsolidated entities, which principally involved land sales to our Home Building and Rental Property Joint Ventures, totaling $44.2 million and $434.2 million, respectively. These amounts are included in “Land sales and other revenue” on our Consolidated Statements of Operations and Comprehensive Income and are generally sold at or near our land basis. No similar land sales to unconsolidated entities occurred in fiscal 2024.

At October 31, 2024 and 2023, we had receivables due from joint ventures totaling $9.8 million and $12.6 million, respectively, primarily related to amounts we funded on behalf of our partners that had not yet been reimbursed and amounts due to us for management fees earned.

The unconsolidated entities in which we have investments generally finance their activities with a combination of partner equity and debt financing. In some instances, we have guaranteed portions of debt of unconsolidated entities. These guarantees may include any or all of the following: (i) project completion guarantees, including any cost overruns; (ii) repayment guarantees, generally covering a percentage of the outstanding loan; (iii) carry cost guarantees, which cover costs such as interest, real estate taxes, and insurance; (iv) an environmental indemnity provided to the lender that holds the lender harmless from and against losses arising from the discharge of hazardous materials from the property and non-compliance with applicable environmental laws; and (v) indemnification of the lender from “bad boy acts” of the unconsolidated entity.

In some instances, we and our joint venture partner have provided joint and several guarantees in connection with loans to unconsolidated entities. In these situations, we generally seek to implement a reimbursement agreement with our partner that

provides that neither party is responsible for more than its proportionate share or agreed upon share of the guarantee; however, we are not always successful. In addition, if the joint venture partner does not have adequate financial resources to meet its obligations under such a reimbursement agreement, we may be liable for more than our proportionate share.

We believe that, as of October 31, 2024, in the event we become legally obligated to perform under a guarantee of an obligation of an unconsolidated entity due to a triggering event, the collateral in such entity should be sufficient to repay all or a significant portion of the obligation. If it is not, we and our partners would need to contribute additional capital to the venture.

Information with respect to certain of the Company’s unconsolidated entities’ outstanding debt obligations, loan commitments and our guarantees thereon are as follows ($ amounts in thousands):


	October 31, 2024		October 31, 2023
Loan commitments in the aggregate	$	3,031,500	$	3,341,700
Our maximum estimated exposure under repayment and carry cost guarantees if the full amount of the debt obligations were borrowed (1)	$	646,900	$	688,000
Debt obligations borrowed in the aggregate	$	2,204,300	$	1,643,600
Our maximum estimated exposure under repayment and carry cost guarantees of the debt obligations borrowed	$	560,400	$	544,100
Estimated fair value of guarantees provided by us related to debt and other obligations	$	17,400	$	19,500
Terms of guarantees	1 month - 3.0 years		1 month - 4.0 years

The maximum exposure estimates presented above do not take into account any recoveries from the underlying collateral or any reimbursement from our partners nor do they include any potential exposures related to project completion guarantees or the indemnities noted above, which are not estimable. We have not made payments under any of the outstanding guarantees, nor have we been called upon to do so.

We have both unconsolidated and consolidated joint venture-related variable interests in VIEs. Information regarding our involvement in unconsolidated joint-venture related variable interests in VIEs has been disclosed throughout information presented above.

The table below provides information as of October 31, 2024 and October 31, 2023, regarding our consolidated joint venture-related variable interests in VIEs ($ amounts in thousands):


	Balance Sheet Classification	October 31, 2024		October 31, 2023
Number of Joint Venture VIEs that the Company is the primary beneficiary and consolidates		5		5
Carrying value of consolidated VIEs assets	Receivables, prepaid expenses and other assets and Investments in unconsolidated entities	$	105,300	$	89,600
Our partners’ interests in consolidated VIEs	Noncontrolling interest	$	9,800	$	10,200

As shown above, we are the primary beneficiary of certain VIEs due to our controlling financial interest in such ventures as we have the power to direct the activities that most significantly impact the joint ventures’ performance and the obligation to absorb expected losses or receive benefits from the joint ventures. The assets of these VIEs can only be used to settle the obligations of the VIEs. In addition, in certain of the joint ventures, in the event additional contributions are required to be funded to the joint ventures prior to the admission of any additional investor at a future date, we will fund 100% of such contributions, including our partner’s pro rata share, which we expect would be funded through an interest-bearing loan. For other VIEs, we are not the primary beneficiary because the power to direct the activities of such VIEs that most significantly impact their performance was either shared by us and such VIEs’ other partners or such activities were controlled by our

partner. For VIEs where the power to direct significant activities is shared, business plans, budgets, and other major decisions are required to be unanimously approved by all partners. Management and other fees earned by us are nominal and believed to be at market rates, and there is no significant economic disproportionality between us and other partners.

The Condensed Combined Balance Sheets, as of the dates indicated, and the Condensed Combined Statements of Operations, for the periods indicated, for the unconsolidated entities in which we have an investment, aggregated by type, are included below (in thousands).

Condensed Combined Balance Sheets:


	October 31, 2024
	Land Develop- ment Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Other Joint Ventures		Total
Cash and cash equivalents	$	111,910	$	34,187	$	58,925	$	942	$	205,964
Inventory	1,082,597		128,913		—		27,164		1,238,674
Loan receivables, net	—		—		—		26,171		26,171
Rental properties	—		—		2,916,210		—		2,916,210
Rental properties under development	—		—		1,544,266		—		1,544,266

Other assets	305,844		25,615		203,276		976		535,711
Total assets	$	1,500,351	$	188,715	$	4,722,677	$	55,253	$	6,466,996
Debt, net of deferred financing costs	$	379,829	$	47,580	$	2,735,319	$	—	$	3,162,728
Other liabilities	189,767		12,028		299,201		14,497		515,493
Members’ equity	930,755		129,107		1,688,157		40,756		2,788,775

Total liabilities and equity	$	1,500,351	$	188,715	$	4,722,677	$	55,253	$	6,466,996
Company’s net investment in unconsolidated entities (1)	$	388,550	$	58,403	$	549,195	$	11,269	$	1,007,417


	October 31, 2023
	Land Develop- ment Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Other Joint Ventures		Total
Cash and cash equivalents	$	83,330	$	14,124	$	62,734	$	1,086	$	161,274
Inventory	1,112,382		277,438		—		35,325		1,425,145
Loan receivables, net	—		—		—		17,024		17,024
Rental properties	—		—		1,907,604		—		1,907,604
Rental properties under development	—		—		1,804,664		—		1,804,664

Other assets	210,831		15,961		157,481		924		385,197
Total assets	$	1,406,543	$	307,523	$	3,932,483	$	54,359	$	5,700,908
Debt, net of deferred financing costs	$	445,123	$	134,427	$	2,132,436	$	—	$	2,711,986
Other liabilities	131,798		32,625		312,691		21,752		498,866
Members’ equity	829,622		140,471		1,487,356		32,607		2,490,056

Total liabilities and equity	$	1,406,543	$	307,523	$	3,932,483	$	54,359	$	5,700,908
Company’s net investment in unconsolidated entities (1)	$	351,154	$	65,285	$	531,823	$	10,779	$	959,041

(1) Our underlying equity in the net assets of the unconsolidated entities was more than our net investment in unconsolidated entities by $3.0 million and $40.9 million as of October 31, 2024 and 2023, respectively, and these differences are primarily a result of interest capitalized on our investments; the estimated fair value of the guarantees provided to the joint ventures; distributions from entities in excess of the carrying amount of our net investment; unrealized gains on our retained joint venture interests; other than temporary impairments we have recognized; and gains recognized from the sale of our ownership interests.

Condensed Combined Statements of Operations and Comprehensive Income:


	For the year ended October 31, 2024
	Land Develop- ment Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Other Joint Ventures		Total
Revenues	$	269,545	$	252,415	$	273,353	$	57,663	$	852,976
Cost of revenues	200,939		193,533		120,787		51,054		566,313
Other expenses	11,943		11,990		269,785		1,368		295,086
Total expenses	212,882		205,523		390,572		52,422		861,399

Income (loss) from operations	56,663		46,892		(117,219)		5,241		(8,423)
Other income (loss) (2)	9,478		(176)		162,885		3,026		175,213
Income before income taxes	66,141		46,716		45,666		8,267		166,790
Income tax provision	268		37		291		—		596


Net income	$	65,873	$	46,679	$	45,375	$	8,267	$	166,194


Company’s equity in earnings (losses) of unconsolidated entities (3)	$	10,724	$	(6,324)	$	(30,339)	$	2,096	$	(23,843)


	For the year ended October 31, 2023
	Land Develop- ment Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Other Joint Ventures		Total
Revenues	$	240,365	$	38,124	$	238,651	$	28,221	$	545,361
Cost of revenues	196,924		26,583		85,328		21,031		329,866
Other expenses	13,261		7,201		233,734		1,053		255,249
Total expenses	210,185		33,784		319,062		22,084		585,115

Income (loss) from operations	30,180		4,340		(80,411)		6,137		(39,754)
Other income (2)	2,500		205		102,865		241		105,811
Income before income taxes	32,680		4,545		22,454		6,378		66,057
Income tax provision (benefit)	214		367		(940)		—		(359)
Net income	$	32,466	$	4,178	$	23,394	$	6,378	$	66,416




Company’s equity in earnings of unconsolidated entities (3)	$	13,178	$	972	$	34,327	$	1,621	$	50,098


	For the year ended October 31, 2022
	Land Develop- ment Joint Ventures		Home Building Joint Ventures		Rental Property Joint Ventures		Other Joint Ventures		Total
Revenues	$	207,179	$	60,902	$	192,901	$	37,705	$	498,687
Cost of revenues	172,921		45,087		65,387		26,229		309,624
Other expenses	8,911		4,717		165,447		1,436		180,511
Total expenses	181,832		49,804		230,834		27,665		490,135
Loss on disposition of loans and REO	—		—		—		(113)		(113)
Income (loss) from operations	25,347		11,098		(37,933)		9,927		8,439
Other income (2)	23,292		804		36,805		—		60,901
Income (loss) before income taxes	48,639		11,902		(1,128)		9,927		69,340
Income tax provision (benefit)	348		508		(607)		—		249
Net income (loss)	48,291		11,394		(521)		9,927		69,091




Company’s equity in earnings (losses) of unconsolidated entities (3)	$	20,402	$	1,068	$	(335)	$	2,588	$	23,723

(2) Other income generated by Rental Property Joint Ventures for the years ending October 31, 2024, 2023, and 2022 include gains of $176.1 million, $106.2 million, and $29.9 million related to the sale of assets by multiple Rental Property Joint Ventures.

(3) Differences between our income (loss) from unconsolidated entities and our percentage interest in the underlying net income (loss) of the entities are primarily a result of distributions from entities in excess of the carrying amount of our investment; promote earned on the gains recognized by join ventures and those promoted cash flows being distributed; other than temporary impairments we have recognized; recoveries of previously incurred charges; unrealized gains on our retained joint venture interests; gains recognized from the sale of our investment to our joint venture partner; and our share of the entities’ profits related to home sites purchased by us which reduces our cost basis of the home sites acquired.