What the changes say
- Forestar expanded its credit facilities and debt obligations, notably increasing consolidated debt to $802.7 million with new senior notes.
What changed since the prior 10-K
New
- NewRisks Related to Our Business and our Industry
increased by the current administration, on imported materials and goods that are used in connection with the construction
Import tariffs on steel, aluminum, and lumber could increase homebuilding costs and delay construction, reducing demand for finished lots.
- NewRisks Related to Our Business and our Industry
We are subject to litigation or other claims, which could materially and adversely affect us
Uninsured lawsuits and legal claims could generate negative publicity, cause significant defense costs, and disrupt business operations.
- NewRisks Related to Our Business and our Industry
We are subject to income taxes at the federal, state and local levels, and any changes in tax legislation could adversely affect our future effective tax rates and the value of our deferred tax assets
Public market regulations and potential changes in tax legislation could increase compliance costs and impact deferred tax asset values.
Reworded
- 50% rewrittenRisks Related to Our Business and our Industry
We plan to raise additional capital in the future, and such capital may not be available when needed or at all
Updated credit facility figures to a $640 million facility as of September 30, 2025, and noted a post-year-end accordion increase to $665 million.
- 44% rewrittenRisks Related to Our Indebtedness
Change of Control Purchase Option and Change of Control Default
Clarified references from indentures to specific senior notes regarding change of control default provisions.
- 24% rewrittenRisks Related to Our Indebtedness
We have significant amounts of consolidated debt and may incur additional debt; our debt obligations and our ability to comply with related covenants, restrictions or limitations could adversely affect our financial condition
Updated total consolidated debt to $802.7 million and detailed $500 million of 6.5% senior notes due 2033 alongside existing 2028 notes.
- 24% rewrittenRisks Related to Our Business and our Industry
Governmental regulations and environmental matters could increase the cost and limit the availability of property suitable for residential lot development and could adversely affect our business and financial results
Refined language regarding municipal regulations and growth control initiatives impacting lot development costs and land availability.
- 24% rewrittenRisks Related to Our Business and our Industry
The homebuilding and lot development industries are cyclical and significantly affected by changes in economic, real estate or other conditions that could adversely affect our business and financial results
Maintained cyclicality warnings regarding real estate conditions, employment, and interest rates affecting lot demand.
Was: The homebuilding and lot development industries are cyclical and affected by changes in economic, real estate or other conditions that could adversely affect our business and financial results
- 22% rewrittenRisks Related to Our Business and our Industry
Information technology failures, cybersecurity incidents, and the failure to satisfy privacy and data protection laws and regulations could harm our business
Added artificial intelligence to operational technology tools and updated cybersecurity phrasing to include personal information protection.
Was: Information technology failures, data security breaches, and the failure to satisfy privacy and data protection laws and regulations could harm our business
All 32 risk factors
Headings as the filing states them, in filing order.
Risks Related to our Concentrated Ownership
- 01Any inability to resolve favorably any disputes that may arise between us and D.R. Horton may result in a significant reduction of our revenues and earnings
- 02We may not be able to resolve any potential conflicts, and even if we do, the resolution may be less favorable than if we were dealing with an unaffiliated party
- 03D.R. Horton's ability to control our Board may make it difficult for us to recruit independent directors
- 04We qualify as a controlled company within the meaning of the NYSE rules and, as a result, may elect to rely on exemptions from certain corporate governance requirements that provide protection to stockholders of companies that are not controlled companies
Risks Related to Our Business and our Industry
- 05The homebuilding and lot development industries are cyclical and significantly affected by changes in economic, real estate or other conditions that could adversely affect our business and financial results24% rewritten
- 06Our business and financial results could be adversely affected by significant inflation, higher interest rates or deflation
- 07Supply shortages and other risks related to acquiring land, materials and skilled labor and obtaining regulatory approval could increase our costs and delay lot deliveries
- 08increased by the current administration, on imported materials and goods that are used in connection with the constructionNew
- 09Public health issues such as a major epidemic or pandemic could adversely affect our business and financial results
- 10Our business and financial results could be adversely affected by weather conditions and natural disasters
- 11A health and safety incident relating to our operations could be costly in terms of potential liability and reputational damage
- 12From time to time, we obtain performance bonds, the unavailability of which could adversely affect our results of operations and cash flows
- 13Information technology failures, cybersecurity incidents, and the failure to satisfy privacy and data protection laws and regulations could harm our business22% rewritten
- 14We are subject to litigation or other claims, which could materially and adversely affect usNew
- 15Governmental regulations and environmental matters could increase the cost and limit the availability of property suitable for residential lot development and could adversely affect our business and financial results24% rewritten
- 16We are subject to income taxes at the federal, state and local levels, and any changes in tax legislation could adversely affect our future effective tax rates and the value of our deferred tax assetsNew
- 17There can be no assurance that our current business strategy will be successful
- 18We may have continuing liabilities relating to assets that have been sold, which could adversely impact our results of operations
- 19Our real estate development operations span several markets and as a result, our financial results may be significantly influenced by the local economies of those markets
- 20Our real estate development operations are highly dependent upon national, regional and local homebuilders
- 21Delays or failures by governmental authorities to take expected actions could reduce our returns or cause us to incur losses on certain real estate development projects
- 22Failure to succeed in new markets may limit our growth
- 23We plan to raise additional capital in the future, and such capital may not be available when needed or at all50% rewritten
- 24The real estate development industry is highly competitive and a number of entities with which we compete are larger and have greater resources or are smaller and have lower cost structures, and competitive conditions may adversely affect our results of operations
Risks Related to Our Indebtedness
- 25We have significant amounts of consolidated debt and may incur additional debt; our debt obligations and our ability to comply with related covenants, restrictions or limitations could adversely affect our financial condition24% rewritten
- 26Dependence on Future Performance
- 27Risks of Variable Rate Debt
- 28Change of Control Purchase Option and Change of Control Default44% rewritten
- 29Our debt agreements contain a number of restrictive covenants which will limit our ability to finance future operations, acquisitions or capital needs or engage in other business activities that may be in our interest
- 30In addition, our revolving credit facility contains financial covenants requiring the maintenance of a minimum level of tangible net worth, a minimum level of liquidity, a maximum allowable leverage ratio and a borrowing base restriction based on the book value of our real estate assets and unrestricted cash
- 31The market price of and trading volume of our shares of common stock may be volatile
- 32Our business may suffer if we lose key personnel
Other Forestar Group 10-Ks
- FY2024 10-K risk factors29 risks
Forestar Group operates as a residential lot developer heavily dependent on its parent and controlling stockholder D.R. Horton.
Filed Nov 19, 2024
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.