IRVINE, Calif., July 31, 2014 /PRNewswire/ -- Standard Pacific Corp. (NYSE: SPF) today announced results for the second quarter ended June 30, 2014.

2014 Second Quarter Highlights and Comparisons to the 2013 Second Quarter


    --  Net income of $56.5 million, or $0.14 per diluted share, vs. $43.1
        million, or $0.11 per diluted share
    --  Pretax income of $91.8 million, up 80%
    --  Net new orders of 1,524, up 1%; Dollar value of net new orders up 10%
    --  Backlog of 2,304 homes, up 1%; Dollar value of backlog up 20%
    --  183 average active selling communities, up 12%
    --  Home sale revenues of $591.7 million, up 36%
    --  Average selling price of $479 thousand, up 21%
    --  1,236 new home deliveries, up 13%
    --  Gross margin from home sales of 26.6%, compared to 23.7%
    --  Operating margin from home sales of $89.7 million, or 15.2%, compared to
        $48.2 million, or 11.1%
    --  $212.0 million of land purchases and development costs, compared to
        $311.2 million

Scott Stowell, the Company's President and Chief Executive Officer stated, "Our 2014 second quarter performance reflects the strength of our positioning and the continued execution of our strategy. Our early efforts to build a strong land position and to create an innovative product portfolio for the move-up homebuyer, combined with the unwavering focus of our team on constructing well built homes and providing an exceptional customer experience, have all contributed to our 80% increase in pretax profit and our solid operating margin, which was 15.2% for the 2014 second quarter."

Revenue. Revenues from home sales for the 2014 second quarter increased 36%, to $591.7 million, as compared to the prior year period, resulting primarily from a 21% increase in the Company's average home price to $479 thousand, the highest quarterly average home price in the Company's nearly 50 year history, and a 13% increase in new home deliveries. The increase in average home price was primarily attributable to a shift to more move-up product, a continued reduction in the use of sales incentives, and general price increases within a majority of the Company's markets. The increase in new home deliveries was driven by a 6% year-over-year increase in the number of homes in beginning backlog expected to close during the quarter and a 30% increase in speculative homes sold and closed compared to the prior year period.

Orders. Net new orders for the 2014 second quarter were up slightly from the 2013 second quarter, to 1,524 homes, with the dollar value of these orders up 10%. The Company's monthly sales absorption rate was 2.8 per community (2.6 per community excluding the impact of the acquisition of 99 homes under contract for sale in Austin, Texas) for the 2014 second quarter, compared to 2.5 per community for the 2014 first quarter. The increase in sales absorption rate from the 2014 first quarter to the 2014 second quarter was consistent with the seasonality we typically experience in our business. The Company's cancellation rate for the 2014 second quarter was 14%, compared to 11% for the 2013 second quarter and 14% for the 2014 first quarter. Our 2014 second quarter cancellation rate remains well below our average historical cancellation rate of approximately 21% over the last 10 years.

Backlog. The dollar value of homes in backlog increased 20% to $1.1 billion, or 2,304 homes, compared to $947.6 million, or 2,272 homes, for the 2013 second quarter, and increased 14% compared to $1.0 billion, or 2,016 homes, for the 2014 first quarter. The increase in year-over-year backlog value was driven primarily by an 18% increase in the average selling price of the homes in backlog, reflecting the continued execution of our move-up buyer focused strategy and pricing opportunities in select markets.

Land. During the 2014 second quarter, the Company spent $212.0 million on land purchases and development costs, compared to $311.2 million for the 2013 second quarter. The Company purchased $113.0 million of land, 1,309 homesites, of which 40% (based on homesites) was located in Florida, 28% in Texas, 16% in California, 13% in the Carolinas and 3% in Colorado. As of June 30, 2014, the Company owned or controlled 35,948 homesites, of which 24,104 were owned and actively selling or under development, 7,174 were controlled or under option, and the remaining 4,670 homesites were held for future development or for sale. The homesites owned that are actively selling or under development represent a 5.0 year supply based on the Company's deliveries for the trailing twelve months ended June 30, 2014.

Liquidity. The Company ended the quarter with $570 million of available liquidity, including $130 million of unrestricted homebuilding cash and a $440 million untapped revolving credit facility. The untapped revolving credit facility was amended on July 31, 2014 to, among other things, extend the maturity date to July 2018, increase the aggregate commitment to $450 million, and expand the accordion feature to permit the aggregate commitment to be increased to a maximum amount of $750 million, subject to the Company's future needs and the availability of additional bank capacity. The credit facility's financial covenants were not altered in connection with the amendment. The Company's homebuilding debt to book capitalization as of June 30, 2014 and 2013 was 53.8% and 53.5%, respectively, and adjusted net homebuilding debt to adjusted book capitalization was 51.6%* and 52.0%*, respectively. In addition, the Company's homebuilding debt to adjusted homebuilding EBITDA for the LTM period ending June 30, 2014 and 2013 was 4.1x* and 5.8x*, respectively.

Earnings Conference Call

A conference call to discuss the Company's 2014 second quarter results will be held at 12:00 p.m. Eastern time August 1, 2014. The call will be broadcast live over the Internet and can be accessed through the Company's website at http://ir.standardpacifichomes.com. The call will also be accessible via telephone by dialing (877) 723-9523 (domestic) or (719) 325-4749 (international); Passcode: 6252778. The audio transmission with the slide presentation will be available on our website for replay within 2 to 3 hours following the live broadcast, and can be accessed by dialing (888) 203-1112 (domestic) or (719) 457-0820 (international); Passcode: 6252778.

About Standard Pacific

Standard Pacific Homes (NYSE: SPF) has been building beautiful, high-quality homes and neighborhoods since its founding in Southern California in 1965. With a trusted reputation for quality craftsmanship, an outstanding customer experience and exceptional architectural design, the Company utilizes its decades of land acquisition, development and homebuilding expertise to successfully navigate today's complex landscape to acquire and build desirable communities in locations that meet the high expectations of the Company's targeted move-up homebuyers. Currently offering new homes in major metropolitan areas in Arizona, California, Colorado, Florida, North Carolina, South Carolina, and Texas, we invite you to learn more about us by visiting standardpacifichomes.com.

This news release contains forward-looking statements. These statements include but are not limited to statements regarding the strength of our land position and product portfolio; construction quality and customer experience; new home orders; deliveries; backlog; absorption rates; average home price; pricing power; revenue; profitability; cash flow; liquidity; gross margin; operating margin; product mix; land supply; the benefit of, and execution on, our strategy; our future cash needs and the availability of additional bank commitments; and our future performance. Forward-looking statements are based on our current expectations or beliefs regarding future events or circumstances, and you should not place undue reliance on these statements. Such statements involve known and unknown risks, uncertainties, assumptions and other factors many of which are out of the Company's control and difficult to forecast that may cause actual results to differ materially from those that may be described or implied. Such factors include but are not limited to: local and general economic and market conditions, including consumer confidence, employment rates, interest rates, the cost and availability of mortgage financing, and stock market, home and land valuations; the impact on economic conditions, terrorist attacks or the outbreak or escalation of armed conflict involving the United States; the cost and availability of suitable undeveloped land, building materials and labor; the cost and availability of construction financing and corporate debt and equity capital; our significant amount of debt and the impact of restrictive covenants in our debt agreements; our ability to repay our debt as it comes due; changes in our credit rating or outlook; the demand for and affordability of single-family homes; the supply of housing for sale; cancellations of purchase contracts by homebuyers; the cyclical and competitive nature of the Company's business; governmental regulation, including the impact of "slow growth" or similar initiatives; delays in the land entitlement process, development, construction, or the opening of new home communities; adverse weather conditions and natural disasters; environmental matters; risks relating to the Company's mortgage banking operations; future business decisions and the Company's ability to successfully implement the Company's operational and other strategies; litigation and warranty claims; and other risks discussed in the Company's filings with the Securities and Exchange Commission, including in the Company's Annual Report on Form 10-K for the year ended Dec. 31, 2013 and subsequent Quarterly Reports on Form 10-Q. The Company assumes no, and hereby disclaims any, obligation to update any of the foregoing or any other forward-looking statements. The Company nonetheless reserves the right to make such updates from time to time by press release, periodic report or other method of public disclosure without the need for specific reference to this press release. No such update shall be deemed to indicate that other statements not addressed by such update remain correct or create an obligation to provide any other updates.

Contact:
Jeff McCall, EVP & CFO (949) 789-1655, jmccall@stanpac.com

*Please see "Reconciliation of Non-GAAP Financial Measures" at the end of this release.

(Note: Tables Follow)




                                                                                       KEY STATISTICS AND FINANCIAL DATA1


                                           As of or For the Three Months Ended
                                           -----------------------------------

                          June 30,                                        June 30,    Percentage                          March 31,            Percentage

                                2014                                             2013   or % Change                                       2014   or % Change
                                ----                                             ----   -----------                                       ----   -----------

    Operating Data                            (Dollars in thousands)
    --------------


    Deliveries                                                1,236                                 1,095                                13%                          995       24%

    Average selling
     price                                                     $479                                  $397                                21%                         $449        7%

    Home sale revenues                                     $591,706                              $434,308                                36%                     $446,918       32%

    Gross margin %
     (including land
     sales)                                                   26.7%                                23.4%                              3.3%                        25.8%     0.9%

    Gross margin % from
     home sales                                               26.6%                                23.7%                              2.9%                        26.6%        ?

                                                              31.7%                                30.7%                              1.0%                        32.0%   (0.3%)
     Gross margin % from
      home sales
      (excluding interest
      amortized to cost
      of home sales)*

    Incentive and stock-
     based compensation
     expense                                                 $6,724                                $5,927                                13%                       $5,028       34%

    Selling expenses                                        $28,782                               $22,146                                30%                      $22,699       27%

                                                            $32,329                               $26,525                                22%                      $30,863        5%

    G&A expenses
     (excluding
     incentive and
     stock-based
     compensation
     expenses)

    SG&A expenses                                           $67,835                               $54,598                                24%                      $58,590       16%

    SG&A % from home
     sales                                                    11.5%                                12.6%                            (1.1%)                        13.1%   (1.6%)

    Operating margin
     from home sales                                        $89,675                               $48,207                                86%                      $60,083       49%

    Operating margin %
     from home sales                                          15.2%                                11.1%                              4.1%                        13.4%     1.8%

    Net new orders
     (homes)                                                  1,524                                 1,516                                 1%                        1,311       16%

    Net new orders
     (dollar value)                                        $713,347                              $648,299                                10%                     $633,818       13%

    Average active
     selling communities                                        183                                   164                                12%                          174        5%

    Monthly sales
     absorption rate per
     community                                                  2.8                                   3.1                              (10%)                          2.5       11%

    Cancellation rate                                           14%                                  11%                                3%                          14%        ?

    Gross cancellations                                         247                                   184                                34%                          221       12%

    Cancellations from
     current quarter
     sales                                                       93                                    87                                 7%                           90        3%

    Backlog (homes)                                           2,304                                 2,272                                 1%                        2,016       14%

    Backlog (dollar
     value)                                              $1,138,886                              $947,584                                20%                   $1,001,385       14%


    Cash flows (uses)
     from operating
     activities                                           $(25,949)                            $(90,743)                               71%                   $(117,563)      78%

    Cash flows (uses)
     from investing
     activities                                           $(36,050)                           $(125,253)                               71%                      $10,286

    Cash flows (uses)
     from financing
     activities                                              $4,426                               $10,319                              (57%)                    $(50,902)

    Land purchases
     (incl. seller
     financing)                                            $113,001                              $235,991                              (52%)                     $144,744     (22%)

    Adjusted
     Homebuilding
     EBITDA*                                               $125,730                               $82,376                                53%                      $89,008       41%

    Adjusted
     Homebuilding EBITDA
     Margin %*                                                21.2%                                18.8%                              2.4%                        19.3%     1.9%

    Homebuilding
     interest incurred                                      $37,641                               $33,526                                12%                      $38,786      (3%)

    Homebuilding
     interest
     capitalized to
     inventories owned                                      $37,228                               $32,782                                14%                      $38,213      (3%)

    Homebuilding
     interest
     capitalized to
     investments in JVs                                        $413                                  $744                              (44%)                         $573     (28%)

    Interest amortized
     to cost of sales
     (incl. cost of land
     sales)                                                 $29,816                               $30,662                               (3%)                      $24,983       19%


                                                  As of
                                                  -----

                          June 30,                                      December 31,  Percentage

                                2014                                             2013   or % Change
                                ----                                             ----   -----------

    Balance Sheet Data    (Dollars in thousands, except per share amounts)
    ------------------


    Homebuilding cash
     (including
     restricted cash)                                      $161,121                              $376,949                              (57%)

    Inventories owned                                    $2,902,840                            $2,536,102                                14%

    Homesites owned and
     controlled                                              35,948                                35,175                                 2%

    Homes under
     construction                                             2,602                                 2,001                                30%

    Completed specs                                             347                                   327                                 6%

    Deferred tax asset
     valuation allowance                                     $4,591                                $4,591                                  ?

    Homebuilding debt                                    $1,834,837                            $1,839,595                               (0%)

    Stockholders' equity                                 $1,572,583                            $1,468,960                                 7%

                                                              $4.28                                 $4.02                                 6%
     Stockholders' equity
      per share
      (including if-
      converted preferred
      stock)*

    Total consolidated
     debt to book
     capitalization                                           54.7%                                56.9%                            (2.2%)

                                                              51.6%                                49.9%                              1.7%
    Adjusted net
     homebuilding debt
     to total adjusted
     book
     capitalization*



    (1)All statistical numbers exclude
     unconsolidated joint ventures unless
     noted otherwise.

    *Please see "Reconciliation of Non-
     GAAP Financial Measures" at the end
     of this release.



                                                                                             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS


                                                                                                                    Three Months Ended June 30,                                  Six Months Ended June 30,
                                                                                                                    ---------------------------                                  -------------------------

                                                                                                                    2014                           2013                             2014                         2013
                                                                                                                    ----                           ----                             ----                         ----

                                                                                                                                     (Dollars in thousands, except per share amounts)

                                                                                                                                                    (Unaudited)

    Homebuilding:

                                                   Home sale revenues                                           $591,706                                      $434,308                                    $1,038,624                     $789,434

                                                   Land sale revenues                                                780                                         4,373                                        14,061                        6,968


                                                   Total revenues                                                592,486                                       438,681                                     1,052,685                      796,402
                                                                                                                 -------                                       -------                                     ---------                      -------

                                                   Cost of home sales                                          (434,196)                                    (331,503)                                    (762,441)                   (612,115)

                                                   Cost of land sales                                              (350)                                      (4,416)                                     (13,354)                     (6,999)


                                                    Total cost of
                                                    sales                                                      (434,546)                                    (335,919)                                    (775,795)                   (619,114)
                                                                                                                --------                                      --------                                      --------                     --------

                                                                         Gross margin                                             157,940                                       102,762                                      276,890                     177,288
                                                                                                                                  -------                                       -------                                      -------                     -------

                                                                                           Gross margin %                          26.7%                                        23.4%                                       26.3%                      22.3%

                                                    Selling, general and
                                                    administrative
                                                    expenses                                                    (67,835)                                     (54,598)                                    (126,425)                   (100,892)

                                                    Income (loss) from
                                                    unconsolidated joint
                                                    ventures                                                       (462)                                          147                                         (899)                       1,281

                                                    Other income
                                                    (expense)                                                      (363)                                      (1,247)                                        (376)                       2,323


                                                                         Homebuilding pretax income                                89,280                                        47,064                                      149,190                      80,000
                                                                                                                                   ------                                        ------                                      -------                      ------

    Financial Services:

                                                   Revenues                                                        6,112                                         7,411                                        11,096                       13,088

                                                   Expenses                                                      (3,760)                                      (3,482)                                      (7,200)                     (6,804)

                                                   Other income                                                      214                                           151                                           375                          253


                                                                         Financial services pretax income                           2,566                                         4,080                                        4,271                       6,537
                                                                                                                                    -----                                         -----                                        -----                       -----

    Income before taxes                                                                                                         91,846                                        51,144                                      153,461                      86,537

    Provision for income taxes                                                                                                (35,383)                                      (8,008)                                    (58,839)                   (21,577)
                                                                                                                               -------                                        ------                                      -------                     -------

    Net income                                                                                                                  56,463                                        43,136                                       94,622                      64,960

      Less: Net income allocated to preferred
       shareholder                                                                                                            (13,496)                                     (14,293)                                    (22,650)                   (23,991)

      Less: Net income allocated to unvested
       restricted stock                                                                                                           (77)                                         (66)                                       (134)                       (82)
                                                                                                                                   ---                                           ---                                         ----                         ---

    Net income available to common stockholders                                                                                $42,890                                       $28,777                                      $71,838                     $40,887
                                                                                                                               =======                                       =======                                      =======                     =======


    Income Per Common Share:

                                                   Basic                                                                            $0.15                                         $0.12                                        $0.26                       $0.18

                                                   Diluted                                                         $0.14                                         $0.11                                         $0.23                        $0.16


    Weighted Average Common Shares Outstanding:

                                                   Basic                                                                      279,075,416                                   243,171,726                                  278,514,992                 228,749,443

                                                   Diluted                                                   316,727,592                                   281,708,696                                   316,451,929                  267,274,060


                                                                                                                            87,812,786                                   120,779,819                                   87,812,786                 134,221,626
     Weighted average additional common shares
      outstanding if preferred shares converted to
      common shares


                                                                                                                           404,540,378                                   402,488,515                                  404,264,715                 401,495,686
     Total weighted average diluted common shares
      outstanding if preferred shares converted to
      common shares



                                                                            CONDENSED CONSOLIDATED BALANCE SHEETS


                                                                                                        June 30,                   December 31,

                                                                                                                   2014                     2013
                                                                                                                   ----                     ----

                                                                                                 (Dollars in thousands)

                                            ASSETS                                                (Unaudited)

    Homebuilding:

                        Cash and equivalents                           $129,736                                          $355,489

                        Restricted cash                                                 31,385                                            21,460

                         Trade and other
                         receivables                                     25,446                                            14,431

                        Inventories:

                        Owned                                                                                 2,902,840                           2,536,102

                        Not owned                                                       89,906                                            98,341

                         Investments in
                         unconsolidated joint
                         ventures                                        50,278                                            66,054

                         Deferred income taxes,
                         net                                            334,095                                           375,400

                        Other assets                                                                             46,353                              45,977

                                                    Total
                                                    Homebuilding
                                                    Assets                           3,610,039                                         3,513,254
                                                                                     ---------                                         ---------

    Financial Services:

                        Cash and equivalents                             17,803                                             7,802

                        Restricted cash                                                  1,295                                             1,295

                         Mortgage loans held for
                         sale, net                                       79,343                                           122,031

                         Mortgage loans held for
                         investment, net                                 12,233                                            12,220

                        Other assets                                                                              7,451                               5,503

                                                    Total Financial
                                                    Services
                                                    Assets                             118,125                                           148,851
                                                                                       -------                                           -------

                                                                    Total
                                                                    Assets                                   $3,728,164                          $3,662,105
                                                                                                             ==========                          ==========


                                    LIABILITIES AND EQUITY

    Homebuilding:

                        Accounts payable                                               $41,920                                           $35,771

                         Accrued
                         liabilities                                                   209,859                                           214,266

                         Secured project debt
                         and other notes
                         payable                                          5,054                                             6,351

                        Senior notes payable                          1,829,783                                         1,833,244

                                                    Total
                                                    Homebuilding
                                                    Liabilities                      2,086,616                                         2,089,632
                                                                                     ---------                                         ---------

    Financial Services:

                         Accounts payable and
                         other liabilities                                2,386                                             2,646

                         Mortgage credit
                         facilities                                      66,579                                           100,867


                                                    Total Financial
                                                    Services
                                                    Liabilities                         68,965                                           103,513
                                                                                        ------                                           -------

                                                                    Total
                                                                    Liabilities                               2,155,581                           2,193,145
                                                                                                              ---------                           ---------

    Equity:

                        Stockholders' Equity:

                         Preferred stock,
                         $0.01 par value;
                         10,000,000 shares

                            authorized; 267,829
                             shares issued and
                             outstanding

                            at June 30, 2014
                             and December 31,
                             2013                                              3                                                 3

                         Common stock, $0.01
                         par value;
                         600,000,000 shares

                            authorized;
                             279,287,853 and
                             277,618,177 shares

                            issued and
                             outstanding at
                             June 30, 2014 and

                            December 31, 2013,
                             respectively                                 2,793                                             2,776

                         Additional paid-in
                         capital                                      1,363,798                                         1,354,814

                         Accumulated
                         earnings                                       205,989                                           111,367

                                                   Total Equity                      1,572,583                                         1,468,960
                                                                                     ---------                                         ---------

                                                                    Total
                                                                    Liabilities
                                                                    and
                                                                    Equity                                   $3,728,164                          $3,662,105
                                                                                                             ==========                          ==========



                         INVENTORIES


                                       June 30,             December 31,

                                                       2014                   2013
                                                       ----                   ----

                                (Dollars in thousands)

     Inventories
     Owned:                           (Unaudited)


          Land
          and
          land
          under
          development                            $1,883,837             $1,771,661

          Homes
          completed
          and
          under
          construction                              876,199                628,371

          Model
          homes                                     142,804                136,070

             Total
             inventories
             owned                               $2,902,840             $2,536,102
                                                 ==========             ==========


     Inventories
     Owned
     by
     Segment:


         California                              $1,274,707             $1,182,520

         Southwest                                  742,513                603,303

         Southeast                                  885,620                750,279

             Total
             inventories
             owned                               $2,902,840             $2,536,102
                                                 ==========             ==========



                                                                                   CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


                                                                                                                          Three Months Ended June 30,                       Six Months Ended June 30,
                                                                                                                          ---------------------------                       -------------------------

                                                                                                                             2014                    2013                       2014                    2013
                                                                                                                             ----                    ----                       ----                    ----

                                                                                                                                                   (Dollars in thousands)

                                                                                                                                                     (Unaudited)

    Cash Flows From Operating Activities:

                                             Net income                                                                 $56,463                              $43,136                              $94,622                     $64,960

                                              Adjustments to
                                              reconcile net income
                                              to net cash

                                              provided by (used
                                              in) operating
                                              activities:

                                                                    Amortization of
                                                                    stock-based
                                                                    compensation                                            2,859                                2,444                                5,231                       3,975

                                                                    Deferred income
                                                                    tax provision                                          35,383                                7,809                               59,005                      21,183

                                                                    Other operating
                                                                    activities                                              3,595                                2,084                                5,211                       3,496

                                                                    Changes in cash
                                                                    and
                                                                    equivalents
                                                                    due to:

                                                                                      Trade and other receivables                        6,416                             (10,732)                            (11,133)                   (19,648)

                                                                                      Mortgage loans held for sale                     (9,364)                              11,818                               42,574                      11,958

                                                                                      Inventories - owned                            (127,264)                           (156,993)                           (316,023)                  (230,023)

                                                                                      Inventories - not owned                          (6,629)                             (4,770)                            (14,794)                    (9,710)

                                                                                      Other assets                                     (1,142)                             (3,083)                             (1,975)                    (1,254)

                                                                                      Accounts payable                                   4,773                                1,198                                6,149                       (380)

                                                                                      Accrued liabilities                                8,961                               16,346                             (12,379)                      6,239

                                              Net cash provided
                                              by (used in)
                                              operating
                                              activities                                                               (25,949)                            (90,743)                           (143,512)                  (149,204)
                                                                                                                        -------                              -------                             --------                    --------


    Cash Flows From Investing Activities:

                                              Investments in
                                              unconsolidated
                                              homebuilding joint
                                              ventures                                                                  (2,890)                             (8,200)                             (5,677)                   (10,752)

                                              Distributions of
                                              capital from
                                              unconsolidated joint
                                              ventures                                                                                   ?                                 249                               14,808                       1,569

                                              Net cash paid for
                                              acquisitions                                                             (33,408)                           (113,793)                            (33,408)                  (113,793)

                                              Other investing
                                              activities                                                                    248                              (3,509)                             (1,487)                    (3,878)

                                              Net cash provided
                                              by (used in)
                                              investing
                                              activities                                                               (36,050)                           (125,253)                            (25,764)                  (126,854)
                                                                                                                        -------                             --------                              -------                    --------


    Cash Flows From Financing Activities:

                                              Change in restricted
                                              cash                                                                      (4,687)                               2,725                              (9,925)                      2,063

                                              Principal payments on
                                              secured project debt
                                              and other notes
                                              payable                                                                     (171)                               (124)                             (1,061)                    (7,217)

                                              Principal payments on
                                              senior notes payable                                                      (4,971)                                              ?                             (4,971)                          ?

                                              Net proceeds from
                                              (payments on)
                                              mortgage credit
                                              facilities                                                                 14,082                                3,688                             (34,288)                      4,805

                                                                                                                 ?                               (347)                                              ?                      (347)
                                             Payment of issuance
                                               costs in connection
                                               with preferred
                                               shareholder equity
                                               transaction

                                              Proceeds from the
                                              exercise of stock
                                              options                                                                       173                                4,377                                3,769                      10,835

                                              Net cash provided
                                              by (used in)
                                              financing
                                              activities                                                                  4,426                               10,319                             (46,476)                     10,139
                                                                                                                          -----                               ------                              -------                      ------


    Net increase (decrease) in cash and
     equivalents                                                                                                                  (57,573)                           (205,677)                           (215,752)                  (265,919)

    Cash and equivalents at beginning of period                                                                                    205,112                              286,313                              363,291                     346,555

    Cash and equivalents at end of period                                                                                         $147,539                              $80,636                             $147,539                     $80,636
                                                                                                                                  ========                              =======                             ========                     =======


    Cash and equivalents at end of period                                                                                         $147,539                              $80,636                             $147,539                     $80,636

    Homebuilding restricted cash at end of period                                                                                   31,385                               25,462                               31,385                      25,462

    Financial services restricted cash at end of
     period                                                                                                                          1,295                                1,795                                1,295                       1,795

    Cash and equivalents and restricted cash at
     end of period                                                                                                                $180,219                             $107,893                             $180,219                    $107,893
                                                                                                                                  ========                             ========                             ========                    ========



                                                                                                REGIONAL OPERATING DATA


                                                                                                             Three Months Ended June 30,
                                                                                                             ---------------------------

                                                                                         2014                              2013            % Change
                                                                                         ----                              ----            --------

                                                                                Homes              ASP                      Homes        ASP              Homes       ASP
                                                                                -----              ---                      -----        ---              -----       ---

                                                                                                           (Dollars in thousands)

    New homes delivered:

                         California                                                  439                             $662                      419               $538                5%     23%


                         Arizona                                                      60                              309                       57                249                5%     24%

                         Texas                                                       179                              466                      155                399               15%     17%

                         Colorado                                                     58                              510                       38                441               53%     16%

                         Southwest                                                   297                              443                      250                371               19%     19%


                         Florida                                                     265                              368                      239                261               11%     41%

                         Carolinas                                                   235                              306                      187                289               26%      6%

                         Southeast                                                   500                              339                      426                273               17%     24%


                                               Consolidated total                         1,236                                 479                 1,095                  397          13%     21%

                          Unconsolidated joint
                          ventures                                                     ?                               ?                       7                474            (100%)       ?

                                               Total (including joint ventures)           1,236                                $479                 1,102                 $397          12%     21%
                                                                                          =====                                ====                 =====                 ====          ===      ===



                                                                                                    Six Months Ended June 30,
                                                                                                    -------------------------

                                                                                         2014                    2013           % Change
                                                                                         ----                    ----           --------

                                                                                Homes           ASP               Homes       ASP              Homes       ASP
                                                                                -----           ---               -----       ---              -----       ---

                                                                                                      (Dollars in thousands)

    New homes delivered:

                         California                                                  778                   $645                     819               $515              (5%)     25%


                         Arizona                                                     123                    307                     120                249                3%     23%

                         Texas                                                       328                    443                     288                375               14%     18%

                         Colorado                                                    111                    498                      81                419               37%     19%

                         Southwest                                                   562                    424                     489                352               15%     20%


                         Florida                                                     500                    360                     422                260               18%     38%

                         Carolinas                                                   391                    303                     312                275               25%     10%

                         Southeast                                                   891                    335                     734                266               21%     26%


                                               Consolidated total                         2,231                       466                2,042                  387           9%     20%

                          Unconsolidated joint
                          ventures                                                     ?                     ?                     21                498            (100%)       ?

                                               Total (including joint ventures)           2,231                      $466                2,063                 $388           8%     20%
                                                                                          =====                      ====                =====                 ====          ===      ===



                                                                                               Three Months Ended June 30,
                                                                                               ---------------------------

                                                                                    2014                     2013            % Change
                                                                                    ----                     ----            --------

                                                                           Homes           ASP                Homes        ASP              Homes       ASP
                                                                           -----           ---                -----        ---              -----       ---

                                                                                                  (Dollars in thousands)

    Net new orders:

                    California                                                  498                    $611                      513               $590              (3%)       4%


                    Arizona                                                      75                     309                       78                321              (4%)     (4%)

                    Texas                                                       359                     436                      216                411               66%       6%

                    Colorado                                                     75                     526                       65                460               15%      14%

                    Southwest                                                   509                     431                      359                400               42%       8%


                    Florida                                                     258                     420                      443                331             (42%)      27%

                    Carolinas                                                   259                     314                      201                275               29%      14%

                    Southeast                                                   517                     367                      644                313             (20%)      17%


                                          Consolidated total                         1,524                        468                 1,516                  428           1%      9%

                     Unconsolidated joint
                     ventures                                                     ?                      ?                       1                646            (100%)        ?

                                          Total (including joint ventures)           1,524                       $468                 1,517                 $428           0%      9%
                                                                                     =====                       ====                 =====                 ====          ===      ===



                                                                                               Six Months Ended June 30,
                                                                                               -------------------------

                                                                                    2014                    2013           % Change
                                                                                    ----                    ----           --------

                                                                           Homes           ASP               Homes       ASP              Homes       ASP
                                                                           -----           ---               -----       ---              -----       ---

                                                                                                (Dollars in thousands)

    Net new orders:

                    California                                                  971                   $628                     995               $563              (2%)      12%


                    Arizona                                                     142                    307                     153                302              (7%)       2%

                    Texas                                                       594                    447                     458                397               30%      13%

                    Colorado                                                    128                    507                     127                442                1%      15%

                    Southwest                                                   864                    433                     738                385               17%      12%


                    Florida                                                     541                    407                     736                316             (26%)      29%

                    Carolinas                                                   459                    311                     441                272                4%      14%

                    Southeast                                                 1,000                    363                   1,177                299             (15%)      21%


                                          Consolidated total                         2,835                       475                2,910                  411          (3%)     16%

                     Unconsolidated joint
                     ventures                                                     ?                     ?                     10                538            (100%)        ?

                                          Total (including joint ventures)           2,835                      $475                2,920                 $412          (3%)     15%
                                                                                     =====                      ====                =====                 ====           ===      ===



                                                                           Three Months Ended June 30,        Six Months Ended June 30,
                                                                           ---------------------------        -------------------------

                                                                            2014                     2013        % Change                  2014     2013      % Change
                                                                            ----                     ----        --------                  ----     ----      --------

    Average number of selling communities

      during the period:

                                          California                    48                  46             4%                           47       46        2%


                                          Arizona                       10                   9            11%                           10        8       25%

                                          Texas                         38                  30            27%                           37       30       23%

                                          Colorado                      11                   8            38%                           11        7       57%

                                          Southwest                     59                  47            26%                           58       45       29%


                                          Florida                       45                  41            10%                           43       39       10%

                                          Carolinas                     31                  30             3%                           31       31         ?

                                          Southeast                     76                  71             7%                           74       70        6%


                                                     Consolidated total      183                      164                     12%           179      161               11%
                                                                             ===                      ===                     ===            ===      ===               ===


                                                                                                              At June 30,
                                                                                                              -----------

                                                                                                2014                             2013                % Change
                                                                                                ----                             ----                --------

                                                                            Homes          Dollar Value                Homes          Dollar Value            Homes         Dollar Value
                                                                            -----          ------------                -----          ------------            -----         ------------

                                                                                                        (Dollars in thousands)

    Backlog:

             California                                                          589                     $378,962                                616                $366,617                    (4%)           3%


             Arizona                                                             124                       43,678                                110                  36,330                     13%          20%

             Texas                                                               556                      261,384                                374                 156,036                     49%          68%

             Colorado                                                            125                       67,005                                121                  57,425                      3%          17%

             Southwest                                                           805                      372,067                                605                 249,791                     33%          49%


             Florida                                                             545                      262,827                                680                 220,621                   (20%)          19%

             Carolinas                                                           365                      125,030                                371                 110,555                    (2%)          13%

             Southeast                                                           910                      387,857                              1,051                 331,176                   (13%)          17%


                                           Consolidated total                        2,304                             1,138,886                      2,272                         947,584           1%          20%

             Unconsolidated joint ventures                                         ?                           ?                                 1                     586                  (100%)       (100%)


                                           Total (including joint ventures)          2,304                            $1,138,886                      2,273                        $948,170           1%          20%
                                                                                     =====                            ==========                      =====                        ========          ===           ===



                                                                            At June 30,
                                                                            -----------

                                                                      2014                   2013        % Change
                                                                      ----                   ----        --------

    Homesites owned and controlled:

                                                                  9,603                 10,150                    (5%)

         California


                                       Arizona             2,242                  1,975              14%

                                                    5,204             5,220                   (0%)

                                       Texas

                                                    1,196             1,268                   (6%)

                                       Colorado

                                                    1,124             1,124                          ?

                                       Nevada

                                                                  9,766                  9,587                      2%

                Southwest


                                                   12,138            10,481                    16%

                                       Florida

                                                    4,441             4,908                  (10%)

                                       Carolinas


                                                                 16,579                 15,389                      8%

                Southeast


                                                   35,948            35,126                     2%

                                       Total
                                        (including
                                        joint
                                        ventures)



                                     Homesites
                                     owned                28,774                 27,497               5%

                                     Homesites
                                     optioned or
                                     subject to
                                     contract              6,909                  7,039             (2%)

                                     Joint venture
                                     homesites               265                    590            (55%)


                                     Total
                                     (including
                                     joint
                                     ventures)            35,948                 35,126               2%
                                                          ======                 ======              ===



    Homesites owned:

                                    Raw lots               6,747                  7,300             (8%)

                                     Homesites
                                     under
                                     development           9,373                  8,027              17%

                                     Finished
                                     homesites             6,605                  5,865              13%

                                     Under
                                     construction
                                     or completed
                                     homes                 3,548                  2,908              22%

                                    Held for sale          2,501                  3,397            (26%)

                                    Total                 28,774                 27,497               5%
                                                          ======                 ======              ===

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

Each of the below measures are non-GAAP financial measures and other companies may calculate such non-GAAP measures differently. Due to the significance of the GAAP components excluded, such measures should not be considered in isolation or as an alternative to operating performance measures prescribed by GAAP.

The table set forth below reconciles the Company's gross margin percentage from home sales to the gross margin percentage from home sales, excluding interest amortized to cost of home sales. We believe these measures are useful to management and investors as they provide perspective on the underlying operating performance of the business excluding these charges and provide comparability with the Company's peer group.



                                        Three Months Ended
                                        ------------------

                   June 30,                  Gross                 June 30,   Gross             March 31,        Gross
                         2014                Margin %                   2013          Margin %            2014    Margin %
                         ----                 -------                    ----           -------             ----     -------

                                      (Dollars in thousands)


    Home sale
     revenues                  $591,706                                               $434,308                                  $446,918

    Less: Cost of
     home sales               (434,196)                                             (331,503)                                (328,245)
                               --------                                               --------                                  --------

    Gross margin
     from home
     sales                      157,510                      26.6%                     102,805             23.7%                 118,673 26.6%
     Add:
      Capitalized
      interest
      included in
      cost of home
      sales
                                 29,812                       5.1%                      30,337              7.0%                  24,368  5.4%
                                 ------                                                 ------                                    ------
     Gross margin
      from home
      sales,
      excluding
      interest
      amortized to
      cost of home
      sales
                               $187,322                      31.7%                    $133,142             30.7%                $143,041 32.0%
                               ========                                               ========                                  ========

The table set forth below reconciles the Company's total consolidated debt to adjusted net homebuilding debt and provides the Company's total consolidated debt to book capitalization and adjusted net homebuilding debt to total adjusted book capitalization ratios. In addition, the table set forth below calculates homebuilding debt to adjusted homebuilding EBITDA. We believe these ratios are useful to management and investors as a measure of the Company's ability to obtain financing. For purposes of the ratio of adjusted net homebuilding debt to total adjusted book capitalization, total adjusted book capitalization is adjusted net homebuilding debt plus stockholders' equity. Adjusted net homebuilding debt excludes indebtedness of the Company's financial services subsidiary and additionally reflects the offset of cash and equivalents.



                               June 30,                          March 31,   December 31,            June 30,
                                     2014                               2014                    2013          2013
                                     ----                               ----                    ----          ----

                                          (Dollars in thousands)


    Total consolidated debt                          $1,901,416                           $1,892,491                   $1,940,462      $1,633,985

    Less:

                                                    (66,579)                            (52,497)                   (100,867)       (96,964)

            Financial services
             indebtedness

                                                   (161,121)                           (221,400)                   (376,949)       (90,589)

            Homebuilding cash

    Adjusted net homebuilding
     debt                                          1,673,716                            1,618,594                    1,462,646       1,446,432

    Stockholders' equity                           1,572,583                            1,513,087                    1,468,960       1,337,468
                                                   ---------                            ---------                    ---------       ---------

    Total adjusted book
     capitalization                               $3,246,299                           $3,131,681                   $2,931,606      $2,783,900
                                                  ==========                           ==========                   ==========      ==========


    Total consolidated debt to
     book capitalization                               54.7%                               55.6%                       56.9%          55.0%
                                                        ====                                 ====                         ====            ====


    Adjusted net homebuilding
     debt to total adjusted
     book capitalization                               51.6%                               51.7%                       49.9%          52.0%
                                                        ====                                 ====                         ====            ====



    Homebuilding debt                             $1,834,837                                                                      $1,537,021

    LTM adjusted homebuilding
     EBITDA                                          452,160                                                                         266,524
                                                     -------                                                                         -------

    Homebuilding debt to
     adjusted homebuilding
     EBITDA                                             4.1x                                                                           5.8x
                                                        ====                                                                           ====

The table set forth below calculates pro forma stockholders' equity per common share. The Company believes that the pro forma stockholders' equity per common share information is useful to management and investors as a measure to determine the book value per common share after giving effect to the conversion of our outstanding preferred shares assuming full conversion to common stock.



                       June 30,              March 31,                  December 31,

                            2014                     2014                      2013
                            ----                     ----                      ----


    Actual common
     shares
     outstanding                 279,287,853                278,776,082                277,618,177

    Add: Conversion of
     preferred shares
     to common shares             87,812,786                 87,812,786                 87,812,786

    Pro forma common
     shares
     outstanding                 367,100,639                366,588,868                365,430,963
                                 ===========                ===========                ===========


    Stockholders'
     equity (Dollars
     in thousands)                $1,572,583                 $1,513,087                 $1,468,960

    Divided by pro
     forma common
     shares
     outstanding               ÷ 367,100,639              ÷ 366,588,868              ÷ 365,430,963

    Pro forma
     stockholders'
     equity per common
     share                             $4.28                      $4.13                      $4.02
                                       =====                      =====                      =====

The table set forth below calculates EBITDA and Adjusted Homebuilding EBITDA. Adjusted Homebuilding EBITDA means net income (loss) (plus cash distributions of income from unconsolidated joint ventures) before (a) income taxes, (b) homebuilding interest expense (c) expensing of previously capitalized interest included in cost of sales, (d) impairment charges and deposit write-offs, (e) (gain) loss on early extinguishment of debt (f) homebuilding depreciation and amortization, (g) amortization of stock-based compensation, (h) income (loss) from unconsolidated joint ventures and (i) income (loss) from financial services subsidiary. Other companies may calculate Adjusted Homebuilding EBITDA (or similarly titled measures) differently. We believe Adjusted Homebuilding EBITDA information is useful to management and investors as one measure of the Company's ability to service debt and obtain financing. Adjusted Homebuilding EBITDA is a non-GAAP financial measure and due to the significance of the GAAP components excluded, should not be considered in isolation or as an alternative to net income, cash flow from operations or any other operating or liquidity performance measure prescribed by GAAP.



                                                             Three Months Ended                          LTM Ended June 30,
                                                             ------------------                          ------------------

                                                  June 30,                              June 30,       March 31,            2014             2013
                                                        2014                                  2013                    2014
                                                        ----                                  ----                    ----

                                                                                (Dollars in thousands)


    Net income                                                             $56,463                              $43,136            $38,159          $218,377      $573,595

                                  Provision
                                  (benefit) for
                                  income taxes                                35,383                                8,008             23,456           106,245     (432,033)

                                 Homebuilding
                                  interest
                                  amortized to
                                  cost of sales
                                  and interest
                                  expense                                     29,816                               30,662             24,983           118,030       121,658

                                  Homebuilding
                                  depreciation
                                  and
                                  amortization                                 1,224                                  702              1,145             4,494         2,537

                                  Amortization of
                                  stock-based
                                  compensation                                 2,859                                2,444              2,372            10,271         8,167


    EBITDA                                                                 125,745                               84,952             90,115           457,417       273,924

    Add:

                                 Cash
                                  distributions
                                  of income from
                                  unconsolidated
                                  joint ventures                               1,875                                1,500                  ?            1,875         7,125

    Less:

                                  Income (loss)
                                  from
                                  unconsolidated
                                  joint ventures                               (462)                                 147              (437)          (1,231)        1,859

                                  Income from
                                  financial
                                  services
                                  subsidiary                                   2,352                                3,929              1,544             8,363        12,666


    Adjusted Homebuilding EBITDA                                          $125,730                              $82,376            $89,008          $452,160      $266,524
                                                                          ========                              =======            =======          ========      ========


    Homebuilding revenues                                                 $592,486                             $438,681           $460,199        $2,170,892    $1,534,786
                                                                          ========                             ========           ========        ==========    ==========


    Adjusted Homebuilding EBITDA
     Margin %                                                              21.2%                               18.8%             19.3%            20.8%        17.4%
                                                                              ====                                 ====               ====              ====          ====

The table set forth below reconciles net cash provided by (used in) operating activities, calculated and presented in accordance with GAAP, to Adjusted Homebuilding EBITDA:



                                                                Three Months Ended                              LTM Ended June 30,
                                                                ------------------                              ------------------

                                                      June 30,                           June 30,               March 31,            2014                  2013
                                                           2014                               2013                            2014
                                                           ----                               ----                            ----

                                                                                 (Dollars in thousands)


    Net cash provided by (used in)
     operating activities                                                  $(25,949)                                 $(90,743)              $(117,563)                   $(148,524)                 $(333,602)

    Add:

                          Provision
                          (benefit) for
                          income taxes                   35,383                                             199                      23,456                      114,054                  (439,842)

                          Deferred income
                          tax benefit
                          (provision)                                         (35,383)                                         ?                (23,622)                    (129,845)                    440,626

                         Homebuilding
                          interest
                          amortized to
                          cost of sales
                          and interest
                          expense                                               29,816                                     30,662                   24,983                       118,030                     121,658

    Less:

                          Income from
                          financial
                          services
                          subsidiary                      2,352                                           3,929                       1,544                        8,363                     12,666

                         Depreciation and
                          amortization
                          from financial
                          services
                          subsidiary                                                34                                         28                       33                           132                         120

                          Loss on disposal
                          of property and
                          equipment                           ?                                              1                           1                            2                         50

    Net changes in operating assets
     and liabilities:

                         Trade and other receivables    (6,416)                                         10,732                      17,549                      (5,271)                    11,385

                         Mortgage loans held for sale                            9,364                                   (11,818)                (51,938)                     (28,073)                     38,484

                         Inventories-owned              127,264                                         156,993                     188,759                      501,312                    430,475

                         Inventories-not owned                                   6,629                                      4,770                    8,165                        48,403                      37,762

                         Other assets                     1,142                                           3,083                         833                        (244)                   (1,441)

                         Accounts payable                                      (4,773)                                   (1,198)                 (1,376)                     (19,854)                    (5,690)

                         Accrued liabilities            (8,961)                                       (16,346)                     21,340                       10,669                   (20,455)

    Adjusted Homebuilding EBITDA                                            $125,730                                    $82,376                  $89,008                      $452,160                    $266,524
                                                                            ========                                    =======                  =======                      ========                    ========

SOURCE Standard Pacific Corp.