Note 18 - Investments in Unconsolidated Homebuilding and Land Development Joint Ventures

9 Months Ended

Jul. 31, 2025

Investments in Unconsolidated Homebuilding and Land Development Joint Ventures

Investments in Unconsolidated Homebuilding and Land Development Joint Ventures

18.

Investments in Unconsolidated Homebuilding and Land Development Joint Ventures

We enter into homebuilding and land development joint ventures from time to time as a means of accessing lot positions, expanding our market opportunities, establishing strategic alliances, managing our risk profile, leveraging our capital base and enhancing returns on capital.

During the second quarter of fiscal 2024, we contributed 11 communities we owned, including three active selling communities to a new unconsolidated joint venture for $53.8 million of net cash.

During the third quarter of fiscal 2024, we assumed control of one of our unconsolidated joint ventures after the partner received their final cash distribution. We consolidated the remaining assets and liabilities that were in the unconsolidated joint venture at fair value on the date of such distribution. Upon consolidation, we recorded a gain of $45.7 million in "Other (income) expense, net" for the three and nine months ended July 31, 2024.

During the first quarter of fiscal 2025, we contributed four active selling communities we owned to one new unconsolidated joint venture for $20.8 million of net cash and a $50.0 million note receivable, resulting in a gain of $22.7 million, which was recorded in “Other (income) expense, net.”

During the third quarter of fiscal 2025, we contributed two communities in planning to a new unconsolidated joint venture for $2.8 million of cash.

The tables set forth below summarize the combined financial information related to our unconsolidated homebuilding and land development joint ventures that are accounted for under the equity method.

	July 31, 2025
				Land
(In thousands)	Homebuilding			Development			Total
Assets:
Cash and cash equivalents	$	127,319		$	-		$	127,319
Inventories		569,264			-			569,264
Other assets		187,959			-			187,959
Total assets	$	884,542		$	-		$	884,542

Liabilities and equity:
Accounts payable and accrued liabilities	$	391,659		$	-		$	391,659
Notes payable		124,621			-			124,621
Total liabilities		516,280			-			516,280
Equity of:
Hovnanian Enterprises, Inc.		216,432			-			216,432
Others		151,830			-			151,830
Total equity		368,262			-			368,262
Total liabilities and equity	$	884,542		$	-		$	884,542
Debt to capitalization ratio		25	%		0	%		25	%

	October 31, 2024
				Land
(In thousands)	Homebuilding			Development			Total
Assets:
Cash and cash equivalents	$	130,532		$	-		$	130,532
Inventories		402,628			-			402,628
Other assets		311,955			-			311,955
Total assets	$	845,115		$	-		$	845,115

Liabilities and equity:
Accounts payable and accrued liabilities	$	469,320		$	-		$	469,320
Notes payable		88,653			-			88,653
Total liabilities		557,973			-			557,973
Equity of:
Hovnanian Enterprises, Inc.		140,540			-			140,540
Others		146,602			-			146,602
Total equity		287,142			-			287,142
Total liabilities and equity	$	845,115		$	-		$	845,115
Debt to capitalization ratio		24	%		0	%		24	%

As of July 31, 2025 and October 31, 2024, we had outstanding advances to unconsolidated joint ventures of $1.9 million and $2.4 million, respectively. These amounts were included in “Accounts payable and accrued liabilities” in the tables above. In some cases, our net investment in unconsolidated joint ventures is less than our proportionate share of equity reflected in the tables above because of differences between asset impairments recorded against our unconsolidated joint venture investments and any impairments recorded in the applicable unconsolidated joint venture. During the nine months ended July 31, 2025 and 2024, we did not write-down any of our unconsolidated joint venture investments.

	Three Months Ended July 31, 2025
				Land
(In thousands)	Homebuilding			Development		Total

Revenues	$	166,887		$	-	$	166,887
Cost of sales and expenses		(152,679	)		-		(152,679	)
Joint venture net income	$	14,208		$	-	$	14,208
Our share of net income	$	15,511		$	-	$	15,511

	Three Months Ended July 31, 2024
				Land
(In thousands)	Homebuilding			Development		Total

Revenues	$	155,930		$	-	$	155,930
Cost of sales and expenses		(134,612	)		414		(134,198	)
Joint venture net income	$	21,318		$	414	$	21,732
Our share of net income	$	10,698		$	-	$	10,698

	Nine Months Ended July 31, 2025
				Land
(In thousands)	Homebuilding			Development		Total

Revenues	$	446,939		$	-	$	446,939
Cost of sales and expenses		(406,894	)		-		(406,894	)
Joint venture net income	$	40,045		$	-	$	40,045
Our share of net income	$	33,759		$	-	$	33,759

	Nine Months Ended July 31, 2024
				Land
(In thousands)	Homebuilding			Development		Total

Revenues	$	406,399		$	-	$	406,399
Cost of sales and expenses		(354,388	)		414		(353,974	)
Joint venture net income	$	52,011		$	414	$	52,425
Our share of net income	$	36,814		$	-	$	36,814

The reason “Our share of net income” in homebuilding joint ventures is higher or lower than the “Joint venture net income” in the tables above is a result of our varying ownership percentages in each investment. For the three and nine months ended July 31, 2025 and 2024, respectively, we had investments in eight and seven unconsolidated joint ventures, respectively, and our ownership in these joint ventures ranged from 20% to over 50% for both periods. Therefore, depending on mix, if the unconsolidated joint ventures in which we have higher sharing percentages are more profitable than our other unconsolidated joint ventures, that results in us having a higher overall percentage of income in the aggregate than would occur if all joint ventures had the same sharing percentage; conversely, if the unconsolidated joint ventures in which we have lower sharing percentages are more profitable than our other unconsolidated joint ventures, that results in us having a lower overall percentage of income in the aggregate than would occur if all joint ventures had the same sharing percentage. For the three months ended July 31, 2025, “Our share of net income” was greater than the "Joint venture net income" due to one unconsolidated joint venture with increased income during the period for which we currently recognize a higher profit sharing percentage based on the joint venture agreement and one unconsolidated joint venture with increased losses during the period for which the book value of our investment is zero and therefore we did not recognize our share of the losses. For the nine months ended July 31, 2025, “Our share of net income” was less than the "Joint venture net income" due to two unconsolidated joint ventures with increased income during the period for which we currently recognize a lower profit sharing percentage based on the joint venture agreements, partially offset by one unconsolidated joint venture with increased losses during the period for which the book value of our investment is zero and therefore we did not recognize our share of the losses.

To compensate us for the administrative services we provide as the manager of certain unconsolidated joint ventures, we receive a management fee based on a percentage of the applicable unconsolidated joint ventures' revenues. These management fees, which totaled $6.7 million and $5.5 million for the three months ended July 31, 2025 and 2024, respectively, and $18.1 million and $14.0 million for the nine months ended July 31, 2025 and 2024, respectively, are recorded in “Selling, general and administrative” homebuilding expenses in the Condensed Consolidated Statements of Operations.

Our unconsolidated joint ventures may obtain separate project specific mortgage financing. Any unconsolidated joint venture financing is on a nonrecourse basis, with guarantees from us limited only to performance and completion of development, environmental warranties and indemnification, standard indemnification for fraud, misrepresentation and other similar actions, including a voluntary bankruptcy filing. In some instances, the unconsolidated joint venture entity is considered a VIE due to the returns being capped to the equity holders; however, in these instances, we have determined that we are not the primary beneficiary, and therefore we do not consolidate these entities.