Bluegreen Vacations(BVH) - 2022 Q2 - Quarterly Report

PART I - FINANCIAL INFORMATION Item 1. Financial Statements (Unaudited) Unaudited consolidated financial statements for June 30, 2022, reflect total assets of $1.30 billion and six-month revenues of $430.6 million Consolidated Balance Sheets (Unaudited) Total assets increased to $1.30 billion as of June 30, 2022, with liabilities at $982.9 million and equity at $312.5 million Consolidated Balance Sheet Highlights (in thousands) | Account | June 30, 2022 | December 31, 2021 | | :--- | :--- | :--- | | Total Assets | $1,295,335 | $1,210,512 | | Cash and cash equivalents | $222,076 | $140,225 | | Notes receivable, net | $482,647 | $446,322 | | Total Liabilities | $982,881 | $906,712 | | Receivable-backed notes payable - non-recourse | $379,858 | $340,154 | | Total Equity | $312,454 | $303,800 | Consolidated Statements of Operations and Comprehensive Income (Unaudited) Six-month revenues increased 27% to $430.6 million, with net income attributable to shareholders rising to $33.8 million Key Operating Results (in thousands, except per share data) | Metric | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $235,570 | $193,458 | $430,624 | $339,712 | | Net Income Attributable to Shareholders | $17,784 | $19,501 | $33,771 | $22,475 | | Diluted EPS | $0.87 | $0.93 | $1.63 | $1.12 | | Cash Dividends Declared per Share | $0.15 | $— | $0.15 | $— | Consolidated Statements of Equity (Unaudited) Total equity increased to $244.8 million by June 30, 2022, primarily due to net income, offset by stock repurchases and dividends - Key changes in equity for the six months ended June 30, 2022 include: - Net income: +$33.8 million (shareholder portion)14 - Purchase and retirement of common stock: -$30.8 million14 - Dividends paid: -$3.1 million14 Consolidated Statements of Cash Flows (Unaudited) Operating cash flow reached $68.9 million for the six months ended June 30, 2022, with financing activities providing $20.2 million Cash Flow Summary (in thousands) | Activity | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | | Net cash provided by operating activities | $68,924 | $53,269 | | Net cash used in investing activities | $(7,867) | $(8,229) | | Net cash provided by (used in) financing activities | $20,185 | $(39,381) | | Net increase in cash, cash equivalents and restricted cash | $81,242 | $5,659 | Notes to Condensed Consolidated Financial Statements (Unaudited) Notes detail accounting policies, business structure, and key events, including a $172.0 million VOI receivable-backed securitization in April 2022 - The company is a leading vacation ownership company that markets and sells VOIs and manages resorts, earning fees from sales, management services, and financing for qualified VOI purchasers22 - In April 2022, Bluegreen completed a $172.0 million VOI receivable-backed securitization, using proceeds to repay other debt facilities and for general corporate purposes5354 - The company is involved in litigation with timeshare exit firms, attributing a rise in average annual default rates to 7.9% in Q2 2022 to their activities8081 - Subsequent to quarter end, in July 2022, the company purchased 46 units in Vail, Colorado for $18.6 million and declared a $0.15 per share quarterly cash dividend110111 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Management discusses strong VOI sales recovery, with six-month revenues up 27% to $430.6 million, detailing segment performance, liquidity, and key risks Consolidated Results of Operations Six-month total revenues increased 27% to $430.6 million, with net income attributable to shareholders rising to $33.8 million Consolidated Financial Highlights vs. Prior Year | Metric | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | Change | | :--- | :--- | :--- | :--- | | Total Revenues | $430.6M | $339.7M | +27% | | Net Income to Shareholders | $33.8M | $22.5M | +50% | | Diluted EPS | $1.63 | $1.12 | +46% | - Performance in 2022 was significantly impacted by improved conditions post-COVID, leading to higher revenues, partially offset by lower gross profit margins from VOI sales and increased SG&A expenses126 Reportable Segments Results of Operations Sales of VOIs and Financing segment saw 22% sales growth in Q2 2022, while Resort Operations and Club Management segment revenue increased 6% Adjusted EBITDA by Segment (in thousands) | Segment | Three Months Ended June 30, 2022 | Three Months Ended June 30, 2021 | Six Months Ended June 30, 2022 | Six Months Ended June 30, 2021 | | :--- | :--- | :--- | :--- | :--- | | Sales of VOIs and financing | $37,368 | $38,320 | $73,105 | $59,456 | | Resort operations and club management | $20,920 | $19,034 | $41,470 | $37,259 | | Total Segment Adjusted EBITDA | $58,288 | $57,354 | $114,575 | $96,715 | Liquidity and Capital Resources The company maintains sufficient liquidity, supported by operations, VOI financing, and a $172.0 million securitization, with active share repurchases - BVH, the parent company, relies on distributions from Bluegreen to fund its operations and service its debt, including a $50.0 million note payable to BBX Capital182184185 - Bluegreen's primary liquidity sources include cash sales, down payments, borrowings against VOI notes receivable, and fees from resort management192 - In April 2022, Bluegreen completed a $172.0 million VOI receivable-backed securitization, using proceeds to repay other debt and for general corporate purposes196197 - The company repurchased $30.8 million of its stock in the first six months of 2022 and paid a quarterly dividend of $0.15 per share in Q2 2022188189 Item 3. Quantitative and Qualitative Disclosures About Market Risk Disclosure is not required due to the company's smaller reporting company status, with no material changes from the prior annual report - Disclosure is not required due to the company's smaller reporting company status215 Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of June 30, 2022, with no material changes to internal controls - The CEO and CFO concluded that as of June 30, 2022, the company's disclosure controls and procedures were effective217 - No material changes were made to the company's internal control over financial reporting during the quarter ended June 30, 2022218 PART II - OTHER INFORMATION Item 1. Legal Proceedings No material changes to legal proceedings were reported, with ongoing litigation including class actions and lawsuits against timeshare exit firms - There have been no material changes in legal proceedings, with details incorporated by reference from Note 9 of the financial statements221 Item 1A. Risk Factors No material changes to the company's risk factors have occurred since the 2021 Annual Report on Form 10-K - No material changes to risk factors have occurred since the 2021 Annual Report on Form 10-K222 Item 2. Unregistered sales of Equity Securities and Use of Proceeds The company continued its share repurchase program, buying back 917,390 shares for $26.1 million in Q2 2022, with $31.9 million remaining Share Repurchases for Q2 2022 | Period | Total Shares Purchased | Average Price Per Share | Total Cost (in millions) | | :--- | :--- | :--- | :--- | | April 2022 | 450,000 | $30.00 | $13.5 | | May 2022 | 217,853 | $25.74 | $5.6 | | June 2022 | 249,537 | $28.07 | $7.0 | | Total Q2 | 917,390 | $28.46 | $26.1 | - As of June 30, 2022, $31.9 million remained available for repurchases under the authorized program224 - In July 2022, subsequent to quarter end, the company repurchased an additional 843,358 shares of Class A Common Stock for $23.6 million in a private transaction224 Item 6. Exhibits This section lists exhibits filed with the Form 10-Q, including securitization agreements, SOX certifications, and XBRL data files - Exhibits filed include agreements for the BXG Receivables Note Trust 2022-A securitization, Sarbanes-Oxley certifications, and XBRL interactive data files229