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Genesis Land Development Corp. — Interim / Quarterly Report 2025
Jul 31, 2025
44565_rns_2025-07-30_5ecb479a-d10b-47ad-9379-9d40dcddb3cd.pdf
Interim / Quarterly Report
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GENESIS
GENESIS LAND DEVELOPMENT CORP.
CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
For the three and six months ended June 30, 2025 and 2024
(Unaudited)
SECOND QUARTER
GENESIS LAND DEVELOPMENT CORP.
CONDENSED CONSOLIDATED INTERIM BALANCE SHEETS
(Unaudited)
(In thousands of Canadian dollars)
| Notes | June 30, 2025 | December 31, 2024 | |
|---|---|---|---|
| Assets | |||
| Real estate held for development and sale | 3 | 475,453 | 440,792 |
| Amounts receivable | 11a | 46,273 | 66,363 |
| Vendor-take-back mortgage receivable | 666 | 641 | |
| Investments in land development entities | 13 | 25,639 | 26,551 |
| Investment in other real estate entity | 14 | 4,029 | 4,029 |
| Other operating assets | 9 | 12,212 | 9,614 |
| Right-of-use assets | 781 | 705 | |
| Deferred tax assets | 8,146 | 7,609 | |
| Income tax recoverable | 2,931 | - | |
| Cash and cash equivalents | 20,939 | 21,414 | |
| Total assets | 597,069 | 577,718 | |
| Liabilities | |||
| Loan and credit facilities | 4 | 138,196 | 133,494 |
| Customer deposits | 10 | 26,744 | 19,577 |
| Accounts payable and accrued liabilities | 39,695 | 26,795 | |
| Accounts payable related to residential lot purchases | 66,831 | 63,374 | |
| Lease liabilities | 990 | 953 | |
| Income tax payable | - | 10,091 | |
| Provision for future development costs | 5 | 33,183 | 36,236 |
| Total liabilities | 305,639 | 290,520 | |
| Commitments and contingencies | 8 | ||
| Subsequent events | 7a | ||
| Equity | |||
| Share capital | 6 | 82,129 | 82,263 |
| Contributed surplus | 1,063 | 1,063 | |
| Retained earnings | 189,763 | 183,154 | |
| Shareholders' equity | 272,955 | 266,480 | |
| Non-controlling interest | 15 | 18,475 | 20,718 |
| Total equity | 291,430 | 287,198 | |
| Total liabilities and equity | 597,069 | 577,718 |
See accompanying notes to the condensed consolidated interim financial statements.
2
GENESIS LAND DEVELOPMENT CORP.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF COMPREHENSIVE INCOME
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(In thousands of Canadian dollars except per share amounts)
| Notes | Three months ended June 30, | Six months ended June 30, | |||
|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | ||
| Revenues | |||||
| Sales revenue | 71,335 | 94,922 | 129,484 | 163,185 | |
| Other revenue | 82 | 56 | 142 | 98 | |
| 12 | 71,417 | 94,978 | 129,626 | 163,283 | |
| Direct cost of sales | (52,725) | (75,455) | (92,980) | (125,319) | |
| Gross margin | 18,692 | 19,523 | 36,646 | 37,964 | |
| Unrealized gain - investments in land development entities | 13 | 532 | - | 1,062 | - |
| General and administrative | (6,199) | (5,766) | (12,714) | (11,354) | |
| Selling and marketing | (4,079) | (3,148) | (6,496) | (6,066) | |
| (9,746) | (8,914) | (18,148) | (17,420) | ||
| Earnings from operations | 8,946 | 10,609 | 18,498 | 20,544 | |
| Finance income | 215 | 559 | 390 | 1,092 | |
| Finance expense | (1,974) | (1,778) | (4,070) | (3,233) | |
| Earnings before income taxes | 7,187 | 9,390 | 14,818 | 18,403 | |
| Income tax expense | (1,155) | (1,281) | (3,094) | (3,542) | |
| Net earnings being comprehensive earnings | 6,032 | 8,109 | 11,724 | 14,861 | |
| Attributable to non-controlling interest | (662) | 82 | (1,000) | (116) | |
| Attributable to equity shareholders | 6,694 | 8,027 | 12,724 | 14,977 | |
| Net earnings per share - basic and diluted | 6b | 0.11 | 0.14 | 0.22 | 0.26 |
See accompanying notes to the condensed consolidated interim financial statements.
3
GENESIS LAND DEVELOPMENT CORP.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CHANGES IN EQUITY
(Unaudited)
For the six months ended June 30, 2025 and 2024
(In thousands of Canadian dollars except number of shares)
| Equity attributable to Corporation's shareholders | ||||||||
|---|---|---|---|---|---|---|---|---|
| Notes | Common shares - Issued | Contributed Surplus | Retained Earnings | Total Shareholders' Equity | Non-Controlling Interest | Total Equity | ||
| Number of Shares | Amount | |||||||
| At December 31, 2023 | 56,802,308 | 82,293 | 1,063 | 147,786 | 231,142 | 9,999 | 241,141 | |
| Dividends | 6d | - | - | - | (5,395) | (5,395) | - | (5,395) |
| Normal course issuer bid | 6c | (16,800) | (25) | - | (15) | (40) | - | (40) |
| Net earnings (loss) being comprehensive earnings (loss) | - | - | - | 14,977 | 14,977 | (116) | 14,861 | |
| At June 30, 2024 | 56,785,508 | 82,268 | 1,063 | 157,353 | 240,684 | 9,883 | 250,567 | |
| At December 31, 2024 | 56,782,026 | 82,263 | 1,063 | 183,154 | 266,480 | 20,718 | 287,198 | |
| --- | --- | --- | --- | --- | --- | --- | --- | --- |
| Dividends | 6d | - | - | - | (5,956) | (5,956) | - | (5,956) |
| Normal course issuer bid | 6c | (91,155) | (134) | - | (159) | (293) | - | (293) |
| Distributions | - | - | - | - | - | (6,229) | (6,229) | |
| Acquisition from limited partnership | 16 | - | - | - | - | - | 4,986 | 4,986 |
| Net earnings (loss) being comprehensive earnings (loss) | - | - | - | 12,724 | 12,724 | (1,000) | 11,724 | |
| At June 30, 2025 | 56,690,871 | 82,129 | 1,063 | 189,763 | 272,955 | 18,475 | 291,430 |
See accompanying notes to the condensed consolidated interim financial statements.
4
GENESIS LAND DEVELOPMENT CORP.
CONDENSED CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(In thousands of Canadian dollars)
| Three months ended June 30, | Six months ended June 30, | ||||
|---|---|---|---|---|---|
| Notes | 2025 | 2024 | 2025 | 2024 | |
| Operating activities - inflows (outflows) | |||||
| Residential home sales | 69,294 | 68,990 | 119,414 | 125,172 | |
| Residential lot sales | 24,449 | 20,338 | 37,787 | 29,394 | |
| Development land sales | - | 4,858 | - | 8,922 | |
| Proceeds from sale of ownership interest in Limited Partnership | 15 | - | 8,400 | - | 8,400 |
| Interest | 157 | 559 | 366 | 1,092 | |
| Residential home construction | (41,845) | (36,005) | (73,597) | (60,567) | |
| Land development | (18,173) | (7,776) | (24,851) | (17,266) | |
| Lots and land acquisitions | (11,707) | (46,048) | (18,276) | (62,015) | |
| Suppliers and employees | (6,572) | (5,280) | (16,603) | (12,940) | |
| Income tax | (4,217) | (1,284) | (16,654) | (3,870) | |
| Other | 70 | 6 | 130 | 78 | |
| Cash flows from operating activities | 11,456 | 6,758 | 7,716 | 16,400 | |
| Investing activities | |||||
| Investment in joint venture | 14 | - | - | - | (455) |
| Acquisition of equipment | (663) | (755) | (1,116) | (823) | |
| Change in restricted cash | 2 | 1,056 | 2 | 1,093 | |
| Investment in land development entities | 13 | - | (1,300) | - | (1,300) |
| Distribution received from land development entities | 13 | - | - | 1,974 | 400 |
| Cash flows (used in) from investing activities | (661) | (999) | 860 | (1,085) | |
| Financing activities | |||||
| Advances from loan and credit facilities | 4 | 22,636 | 35,039 | 40,857 | 38,929 |
| Repayments of loan and credit facilities | 4 | (19,877) | (34,001) | (32,168) | (43,973) |
| Repayments of vendor-take-back mortgage payable | 4c | (7,000) | - | (7,000) | - |
| Interest and fees paid on loan and credit facilities | (809) | (1,265) | (1,658) | (3,015) | |
| Distributions to unit holders of limited partnerships | (2,833) | - | (2,833) | - | |
| Cancellation of shares under NCIB | 6c | (136) | - | (293) | (40) |
| Dividends paid | 6d | (5,956) | (5,395) | (5,956) | (5,395) |
| Cash flows used in financing activities | (13,975) | (5,622) | (9,051) | (13,494) | |
| Change in cash and cash equivalents | (3,180) | 137 | (475) | 1,821 | |
| Cash and cash equivalents, beginning of period | 24,119 | 39,230 | 21,414 | 37,546 | |
| Cash and cash equivalents, end of period | 20,939 | 39,367 | 20,939 | 39,367 |
See accompanying notes to the condensed consolidated interim financial statements.
6
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- DESCRIPTION OF BUSINESS
Genesis Land Development Corp. (the "Corporation" or "Genesis") was incorporated under the Business Corporations Act (Alberta) on December 2, 1997.
The Corporation is engaged in the acquisition, development and sale of land, residential lots and homes in the greater Calgary area. The Corporation reports its activities as two business segments: land development and home building.
The Corporation is listed for trading on the Toronto Stock Exchange under the symbol "GDC". Genesis' head office and registered office are located at 6240, 333 - 96 Ave. NE, Calgary, AB T3K 0S3.
The unaudited condensed consolidated interim financial statements (the "Statements") of Genesis were approved for issuance by the Board of Directors on July 30, 2025.
- MATERIAL ACCOUNTING POLICIES AND BASIS OF PRESENTATION
The significant accounting policies, basis of measurement and use of judgments and estimates of the Corporation are the same as those applied in the Corporation's annual audited consolidated financial statements for the year ended December 31, 2024. These policies have been consistently applied to each of the periods presented, unless otherwise indicated.
The Statements have been prepared in accordance with IFRS® Accounting Standards as issued by the International Accounting Standards Board ("IASB") and interpretations of the IFRS Interpretations Committee. These Statements are unaudited and have been prepared in accordance with IAS 34 "Interim Financial Reporting".
The Statements have been prepared under the historical cost convention except for the financial assets classified as fair value through profit or loss and deferred share units that have been measured at fair value. The Statements are presented in Canadian dollars, which is the Corporation's functional currency, and all values are rounded to the nearest thousand, except per share values and where otherwise indicated.
These Statements do not include all of the information required for annual audited consolidated financial statements and should be read in conjunction with the annual audited consolidated financial statements for the year ended December 31, 2024.
7
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- REAL ESTATE HELD FOR DEVELOPMENT AND SALE
| Net book value | Lots, Multi-family & Commercial | Land Held for Development | Home Building | Total |
|---|---|---|---|---|
| As at December 31, 2023 | 37,428 | 217,049 | 88,314 | 342,791 |
| Development and construction activities | 4,909 | 52,246 | 101,471 | 158,626 |
| Transfer | 74,627 | (74,627) | - | - |
| Acquisitions | - | 75,470 | 88,070 | 163,540 |
| Sold | (79,254) | (853) | (144,058) | (224,165) |
| As at December 31, 2024 | 37,710 | 269,285 | 133,797 | 440,792 |
| Development and construction activities | 2,235 | 19,771 | 67,006 | 89,012 |
| Acquisitions | - | 5,498 | 19,664 | 25,162 |
| Sold | (9,885) | (2,123) | (67,505) | (79,513) |
| As at June 30, 2025 | 30,060 | 292,431 | 152,962 | 475,453 |
Acquisition amounts during the three and six months ended June 30, 2025 in the table above include $19,664 related to the purchase of residential lots and $5,498 related to the purchase of development land (2024 - $12,187 and $75,470 respectively). These amounts include:
a) the acquisition of 71 residential lots in the Calgary Metropolitan Area for $19,664.
b) the acquisition of an additional 27% interest in the OMNI project in North Conrich from Genesis Limited Partnership #4 for $5,498 (see note 16 for additional information).
During the three and six months ended June 30, 2025, interest of $358 and $675 (2024 - $432 and $1,059) was capitalized as a component of development activities.
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
4. LOAN AND CREDIT FACILITIES
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Secured by specific dedicated lands and a general corporate charge on all assets of the Corporation | ||
| a) Corporate revolving credit facility up to $50,000 with a major Canadian financial institution at an interest rate per annum of prime +1.65%. The facility matures on February 1, 2027. | 8,428 | 13,885 |
| Secured by real estate held for development and sale | ||
| b) Vendor-take-back loan ("VTB") at 0% per annum is measured at amortized cost and whose fair value is based on discounted future cash flows, using an 8% discount rate. The $18,088 VTB was entered into on November 30, 2023 in partial payment for the purchase of 460 acres of development land in southeast Calgary and is secured by these lands which have a carrying value of $22,762. The VTB is to be paid in four annual installments of $4,522 each, commencing November 20, 2024 and ending November 20, 2027. The first installment of $4,522 was paid in November 2024. | ||
| Remaining face value owed on this VTB | 13,566 | 13,566 |
| Unamortized portion of the discount on this VTB | (1,342) | (1,819) |
| c) VTB at 0% per annum is measured at amortized cost and whose fair value is based on discounted future cash flows, using an 8% discount rate. The $42,080 VTB was entered into on June 7, 2024, in partial payment for the purchase of 734 acres of development land in southeast Calgary and is secured by these lands which have a carrying value of $46,178. The VTB is to be paid in four annual installments of $7,000, $8,000, $13,680 and $13,400 respectively, commencing June 19, 2025 and ending June 19, 2028. The first installment of $7,000 was paid in June 2025. | ||
| Remaining face value owed on this VTB | 35,080 | 42,080 |
| Unamortized portion of the discount on this VTB | (5,283) | (6,676) |
| d) VTB at 0% per annum is measured at amortized cost and whose fair value is based on discounted future cash flows, using a 7% discount rate. The $5,780 VTB was entered into on November 15, 2024, in partial payment for the investment in land development joint venture. The VTB is to be paid in two annual installments of $2,890 each, on November 15, 2025 and November 15, 2026. | ||
| Remaining face value owed on this VTB | 5,780 | 5,780 |
| Unamortized portion of the discount on this VTB | (340) | (525) |
| Secured by real estate held for development and sale and a Genesis corporate guarantee - held by Limited Partnerships | ||
| e) Demand land project servicing facilities (Lewiston Lands Limited Partnership ("LLLP")) up to $37,618 from a major Canadian chartered bank, payable on collection of agreements receivable, bearing interest at prime +0.50% per annum, secured by real estate held for development and sale with a carrying value of $38,852. The loan amounts are due between July 31, 2026 and November 26, 2027. In May 2025, another facility was set up. The loan amount matures 36 months from the date of initial drawdown. There have been no drawdowns to date. | 1,610 | 4,318 |
| f) Demand operating credit facility (LLLP) up to $25,500 from a major Canadian chartered bank, bearing interest at prime +0.50% per annum, secured by real estate held for development and sale with a carrying value of $38,852. The facility was extended in May 2025 and matures on October 27, 2026 with the facility limit increased to $25,500 from $24,500. | 24,039 | 23,256 |
| g) Demand land project servicing facility (Huxley Lands Limited Partnership ("HLLP")) up to $52,135 from a major Canadian chartered bank, payable on collection of agreements receivable, bearing per annum interest at the prime rate, secured by real estate held for development and sale with a carrying value of $63,827. The loan amount is due on September 3, 2027. | 20,585 | 12,317 |
| h) Demand operating credit facility (HLLP) up to $17,000 from a major Canadian chartered bank, bearing interest at prime +0.25% per annum, secured by real estate held for development and sale with a carrying value of $63,827. The loan amount is due on November 30, 2026. | 16,625 | 16,191 |
9
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
4. LOAN AND CREDIT FACILITIES (continued)
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Secured by real estate held for development and sale and a Genesis corporate guarantee - held by Limited Partnerships (continued) | ||
| i) Demand land project servicing facility (Hazel Lands Limited Partnership (“HZLP”)) up to $6,112 from a major Canadian chartered bank, payable on collection of agreements receivable, bearing interest at prime +0.25% per annum, secured by real estate held for development and sale with a carrying value of $30,933. The loan amount matures 36 months from the date of initial drawdown. There have been no drawdowns to date. | - | - |
| j) Demand operating credit facility (HZLP) up to $15,000 from a major Canadian chartered bank, bearing interest at prime +0.25% per annum, secured by real estate held for development and sale with a carrying value of $30,933. The loan amount is due on April 30, 2028. | 13,525 | - |
| Secured by housing projects under development and a corporate guarantee | ||
| k) Demand operating credit facility up to $25,000 from a major Canadian chartered bank, bearing interest at prime +0.75% per annum, secured by a general security agreement over assets of the home building division. The facility does not have a specified maturity date. | 6,674 | 8,167 |
| Secured by agreements receivable and real estate held for development and sale | ||
| l) Demand land project servicing facilities from a major Canadian chartered bank, payable on collection of agreements receivable, bearing interest at prime +0.50% per annum, secured by real estate held for development and sale and a corporate guarantee. The loan facilities were closed in 2025. | - | 3,813 |
| 138,947 | 134,353 | |
| Unamortized deferred fees on loan and credit facilities | (751) | (859) |
| 138,196 | 133,494 |
The weighted average interest rate of loan agreements with financial institutions was 5.38% (December 31, 2024 - 6.05%) based on June 30, 2025 balances.
During the three and six months ended June 30, 2025, the Corporation received advances of $22,636 and $40,857 (2024 - $35,039 and $38,929) and made repayments of $19,877 and $32,168 (2024 - $34,001 and $43,973) relating to various loan facilities. These loan facilities bear interest ranging from prime to prime +1.65% per annum, with maturity dates ranging from July 31, 2026 to April 30, 2028. During the three and six months ended June 30, 2025, the Corporation incurred finance costs of $2,185 and $4,466 relating to loans and VTBs (2024 - $2,086 and $4,110).
Based on the contractual terms, the Corporation's loan and credit facilities are to be repaid within the following time periods (excluding deferred fees on loan and credit facilities and unamortized portion of the discount on the VTB):
| July 1, 2025 to June 30, 2026 | 22,086 |
|---|---|
| July 1, 2026 to June 30, 2027 | 70,769 |
| July 1, 2027 to June 30, 2028 | 53,057 |
| 145,912 |
As at June 30, 2025 and at December 31, 2024, the Corporation and its subsidiaries were in compliance with all loan covenants.
10
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- PROVISION FOR FUTURE DEVELOPMENT COSTS
The movement in the provision for future development costs is as follows:
| Land Development | Home Building | Total | |
|---|---|---|---|
| As at December 31, 2023 | 15,899 | 4,670 | 20,569 |
| Additions | 25,250 | 36,657 | 61,907 |
| Changes to estimates | (1,933) | 221 | (1,712) |
| Development and construction activities | (9,793) | (34,735) | (44,528) |
| As at December 31, 2024 | 29,423 | 6,813 | 36,236 |
| Additions | 3,272 | 16,616 | 19,888 |
| Changes to estimates | (344) | (842) | (1,186) |
| Development and construction activities | (7,882) | (13,873) | (21,755) |
| As at June 30, 2025 | 24,469 | 8,714 | 33,183 |
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
6. SHARE CAPITAL
a) Authorized
Unlimited number of common shares without par value.
Unlimited number of preferred shares without par value, none issued.
b) Weighted average number of shares
The following table sets forth the weighted average number of common shares outstanding for the three and six months ended June 30, 2025 and 2024:
| Three months ended June 30, | Six months ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Basic and diluted weighted average number of common shares | 56,720,313 | 56,785,508 | 56,745,015 | 56,789,389 |
c) Normal course issuer bid ("NCIB")
The Corporation renewed its NCIB on December 13, 2024. The renewed NCIB commenced on December 18, 2024 and will terminate on the earlier of: (i) December 17, 2025; and (ii) the date on which the maximum number of common shares are purchased pursuant to the bid. The Corporation may purchase for cancellation up to 2,839,275 common shares under the NCIB.
The following table sets forth the number of common shares repurchased and cancelled during the three and six months ended June 30, 2025 and 2024 under the NCIB.
| Three months ended June 30, | Six months ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Number of shares repurchased and cancelled | 42,961 | - | 91,155 | 16,800 |
| Reduction in share capital | 64 | - | 134 | 25 |
| Change in retained earnings | 72 | - | 159 | 15 |
| Reduction in shareholders' equity | 136 | - | 293 | 40 |
| Average purchase price per share | 3.14 | - | 3.21 | 2.36 |
d) Dividends paid
Cash dividends of $5,956 ($0.105 per common share) were declared and paid during the three and six months ended June 30, 2025. Cash dividends of $5,395 ($0.095 per common share) were declared and paid during the three and six months ended June 30, 2024.
11
12
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- SHARE-BASED COMPENSATION
a) Deferred share unit ("DSU") plan
The Corporation's cash settled DSU plan provides for DSUs to be issued to directors and designated employees. DSUs are issued with various vesting terms, ranging from immediate vesting up to four years. Details of the number of outstanding DSUs are as follows:
| Six months ended June 30, | ||
|---|---|---|
| 2025 | 2024 | |
| DSUs outstanding - beginning of period | 1,678,381 | 1,353,444 |
| DSUs granted | 58,538 | 238,467 |
| DSUs redeemed | (239,060) | - |
| DSUs outstanding - end of period | 1,497,859 | 1,591,911 |
| DSUs vested - end of period | 1,271,392 | 1,213,019 |
The June 30, 2025 outstanding liability related to DSUs which are cash settled is $4,471 (December 31, 2024 - $5,053) and is recorded in accounts payable and accrued liabilities. DSUs are measured at fair value at each reporting period on a mark-to-market basis.
Subsequent to June 30, 2025, the Corporation granted 9,434 DSUs at an average price of $3.18 each.
b) Share-based compensation expense
| Three months ended June 30, | Six months ended June 30, | |||
|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |
| Share-based compensation expense | 288 | 1,046 | 218 | 1,718 |
Share-based compensation was recorded and included as a part of general and administrative expense.
13
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- COMMITMENTS AND CONTINGENCIES
a) The Corporation has issued letters of credit and surety bonds pursuant to servicing agreements with municipalities to indemnify them in the event that the Corporation does not perform its contractual obligations. As at June 30, 2025, these commitments amounted to $14,677 (December 31, 2024 - $9,446).
b) The Corporation is committed to pay levies and municipal fees relating to signed municipal agreements on commencement of development of certain real estate assets with the following future payments:
| July 1, 2025 to June 30, 2026 | 12,808 |
|---|---|
| July 1, 2026 to June 30, 2027 | 11,477 |
| July 1, 2027 to June 30, 2028 | 4,685 |
| 28,970 |
c) The Corporation has contracted to acquire 341 residential lots in the Calgary Metropolitan Area for $76,004 from third-party land developers and two limited partnerships, LLLP and HLLP, in which Genesis owns a 60% interest (refer to note 15). The Corporation has paid deposits totaling $9,564 with the remainder being due as follows:
| Third-party land developers | LLLP | HLLP | Total | |
|---|---|---|---|---|
| July 1, 2025 to June 30, 2026 | 8,305 | 1,157 | 10,117 | 19,579 |
| July 1, 2026 to June 30, 2027 | 20,035 | 9,255 | - | 29,290 |
| July 1, 2027 to June 30, 2028 | 17,571 | - | - | 17,571 |
| 45,911 | 10,412 | 10,117 | 66,440 |
14
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- OTHER OPERATING ASSETS
| | June 30, 2025 | December 31, 2024 |
| --- | --- | --- |
| Deposits | 7,985 | 6,029 |
| Restricted cash | 431 | 433 |
| Prepayments | 927 | 880 |
| Property, equipment and other | 2,869 | 2,272 |
| | 12,212 | 9,614 |
Deposits include amounts paid by the Corporation towards the purchase of lots and land as well as amounts paid to development authorities as security to guarantee the completion of construction projects under development. Restricted cash includes funds held in trust related to acquisition and sale of development land and lots. The Corporation also provides letters of credit and surety bonds as security to guarantee the completion of certain construction projects (see note 8a for additional information).
- CUSTOMER DEPOSITS
| | June 30, 2025 | December 31, 2024 |
| --- | --- | --- |
| Customer deposits on residential home sales | 12,391 | 14,142 |
| Customer deposits on residential lot and development land sales | 14,353 | 5,435 |
| | 26,744 | 19,577 |
Customer deposits are amounts received upon signing of contracts for purchases of residential homes, lots and development land on which revenue recognition criteria have not yet been met.
15
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- FINANCIAL INSTRUMENTS
The fair values of cash and cash equivalents, restricted cash, accounts payable and accrued liabilities approximate their carrying values as they are typically expected to be settled within 12 months. The fair value of deposits approximates their carrying value as the terms of deposits are comparable to the market terms for similar instruments.
The fair values of the Corporation's loan and credit facilities, amounts receivable and vendor-take-back mortgage receivable were estimated based on current market rates for loans of the same risk and maturities.
The fair value of investments in land development entities are based on the market approach method. This method uses prices and other relevant information that have been generated by market transactions involving identical or comparable assets.
Fair value measurements recognized in the consolidated balance sheets are categorized using a fair value hierarchy that reflects the significance of inputs used in determining the fair values. The three fair value hierarchy levels are as follows:
Level 1: Quoted prices (unadjusted) in active markets for identical assets or liabilities;
Level 2: Inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (i.e. as prices) or indirectly (i.e. derived from prices); and
Level 3: Inputs for the asset or liability that is not based on observable market data (unobservable inputs).
The Corporation's current financial assets are measured at amortized cost or fair value through profit and loss ("FVTPL"). The estimated fair value of financial assets and liabilities measured at FVTPL as at June 30, 2025 and December 31, 2024 are presented in the following table:
| Carrying Value | Fair Value | |||||
|---|---|---|---|---|---|---|
| Fair Value Hierarchy | Measurement Basis | As at Jun. 30, 2025 | As at Dec. 31, 2024 | As at Jun. 30, 2025 | As at Dec. 31, 2024 | |
| Financial Assets | ||||||
| Cash | Level 1 | FVTPL | 20,939 | 21,414 | 20,939 | 21,414 |
| Investments in land development entities | Level 3 | FVTPL | 25,639 | 26,551 | 25,639 | 26,551 |
| Restricted cash (1) | Level 1 | FVTPL | 431 | 433 | 431 | 433 |
| Financial Liabilities | ||||||
| Cash settled DSUs (2) | Level 1 | FVTPL | 4,471 | 5,053 | 4,471 | 5,053 |
(1) Included in other operating assets.
(2) Included in accounts payable and accrued liabilities.
During the three and six months ended June 30, 2025 and 2024, no transfers were made between the levels in the fair value hierarchy.
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
11. FINANCIAL INSTRUMENTS (continued)
a) Risks associated with financial instruments
(i) Credit risk
The Corporation recognizes bad debt expense (or recovery) relating to amounts receivable on sold lots, net of the value of the related sold lots which are taken back into the Corporation's lot inventory on the termination of the relevant agreement. Termination could occur when the buyer fails to perform or observe terms of covenants of the relevant agreement. Agreements receivable for lot sales have various terms of repayment with purchasers generally having between six and 24 months to pay the balance owing for the purchased lots.
Recovery of bad debt expense is included in the Corporation's general and administrative expenses. In order to mitigate credit risk, the Corporation does not transfer title to sold residential lots until full payment is received. Individual balances due from customers as at June 30, 2025, which comprise greater than 10% of total amounts receivable, totaled $43,833 from four customers (December 31, 2024 - $57,956 from four customers).
Aging of amounts receivable, none of which are past due, was as follows:
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Due on sold lots | 43,833 | 64,384 |
| Other receivables | 2,440 | 1,979 |
| 46,273 | 66,363 |
(ii) Liquidity risk
The contractual maturities of financial liabilities and other commitments as at June 30, 2025 were as follows:
| <1 Year | >1 Year | Total | |
|---|---|---|---|
| Financial liabilities | |||
| Accounts payable and accrued liabilities | 39,695 | - | 39,695 |
| Accounts payable related to residential lot purchases | 41,843 | 24,988 | 66,831 |
| Loan and credit facilities (1) (note 4) | 22,086 | 123,826 | 145,912 |
| 103,624 | 148,814 | 252,438 | |
| Commitments | |||
| Lease obligations (including variable operating costs) | 236 | 8,550 | 8,786 |
| Lot purchase commitments (note 8c) | 19,579 | 46,861 | 66,440 |
| Levies and municipal fees (note 8b) | 12,808 | 16,162 | 28,970 |
| 32,623 | 71,573 | 104,196 | |
| 136,247 | 220,387 | 356,634 |
(1) Exclude deferred fees on loan and credit facilities and unamortized portions of the discount on the VTBs
As at June 30, 2025, the Corporation had obligations due within the next 12 months of $136,247 (December 31, 2024 - $145,393). Based on the Corporation's operating history, its relationship with its lenders and committed sales contracts, management believes that the Corporation has the ability to continue to renew or repay its financial obligations as they come due. During the six months ended June 30, 2025, LLLP amended two existing demand land project servicing facilities and put in place another demand land project servicing facility of $20,965 (note 4e). Additionally, LLLP's demand operating credit facility was increased from $24,500 to $25,500 (note 4f). HZLP also put in place a demand land project servicing facility of $6,112 (note 4i) and demand operating credit facility of $15,000 (note 4j).
16
17
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- FINANCIAL INSTRUMENTS (continued)
(iii) Market risk
The Corporation is exposed to interest rate risk to the extent that certain agreements receivable and certain loan and credit facilities are at a floating rate of interest. A 1% change in interest rates would result in a change in interest incurred of approximately $915 annually on floating rate facilities (2024 - $848).
b) Capital management
The Corporation's policy is to maintain a sufficient capital base in order to retain investor, creditor and market confidence and to sustain the future development of the business. The Corporation is in compliance with all externally imposed capital requirements.
The Corporation manages its capital structure and makes adjustments to it in light of changes in regional economic conditions and the risk characteristics of the underlying real estate industry within that region.
The Corporation considered its capital structure at the following dates to specifically include:
| June 30, 2025 | December 31, 2024 | |
|---|---|---|
| Loan and credit facilities (note 4) | 138,196 | 133,494 |
| Shareholders' equity | 272,955 | 266,480 |
| 411,151 | 399,974 |
18
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- SEGMENTED INFORMATION
The income producing business units of the Corporation reported the following activities for the three and six months ended June 30, 2025 and 2024:
| Three months ended June 30, 2025 | Land Development Segment | Home Building Segment | Intersegment Elimination | Total |
|---|---|---|---|---|
| Revenues | 7,684 | 71,354 | (7,621) | 71,417 |
| Direct cost of sales | (5,973) | (54,477) | 7,725 | (52,725) |
| Gross margin | 1,711 | 16,877 | 104 | 18,692 |
| Unrealized gain - investments in land development entities | 532 | - | - | 532 |
| G&A, selling & marketing and net finance expense | (4,627) | (7,410) | - | (12,037) |
| (Loss) earnings before income taxes and NCI | (2,384) | 9,467 | 104 | 7,187 |
| Three months ended June 30, 2024 | Land Development Segment | Home Building Segment | Intersegment Elimination | Total |
| --- | --- | --- | --- | --- |
| Revenues | 39,989 | 67,193 | (17,670) | 89,512 |
| Revenues - Development lands | 5,466 | - | - | 5,466 |
| Direct cost of sales | (41,552) | (50,970) | 17,067 | (75,455) |
| Gross margin | 3,903 | 16,223 | (603) | 19,523 |
| G&A, selling & marketing and net finance expense | (3,765) | (6,368) | - | (10,133) |
| Earnings (loss) before income taxes and NCI | 138 | 9,855 | (603) | 9,390 |
19
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
12. SEGMENTED INFORMATION (continued)
| Six months ended June 30, 2025 | Land Development Segment | Home Building Segment | Intersegment Elimination | Total |
|---|---|---|---|---|
| Revenues | 20,164 | 121,183 | (11,721) | 129,626 |
| Direct cost of sales | (12,965) | (91,951) | 11,936 | (92,980) |
| Gross margin | 7,199 | 29,232 | 215 | 36,646 |
| Unrealized gain - investments in land development entities | 1,062 | - | - | 1,062 |
| G&A, selling & marketing and net finance expense | (9,349) | (13,541) | - | (22,890) |
| (Loss) earnings before income taxes and NCI | (1,088) | 15,691 | 215 | 14,818 |
| Segmented assets as at June 30, 2025 | 435,473 | 199,034 | (37,438) | 597,069 |
| Segmented liabilities as at June 30, 2025 (1), (2) | 218,901 | 119,880 | (33,142) | 305,639 |
| Segmented net assets as at June 30, 2025 (1), (2) | 216,572 | 79,154 | (4,296) | 291,430 |
| Six months ended June 30, 2024 | Land Development Segment | Home Building Segment | Intersegment Elimination | Total |
| --- | --- | --- | --- | --- |
| Revenues | 56,614 | 123,393 | (22,190) | 157,817 |
| Revenues - Development lands | 5,466 | - | - | 5,466 |
| Direct cost of sales | (52,980) | (93,926) | 21,587 | (125,319) |
| Gross margin | 9,100 | 29,467 | (603) | 37,964 |
| G&A, selling & marketing and net finance expense | (7,122) | (12,439) | - | (19,561) |
| Earnings (loss) before income taxes and NCI | 1,978 | 17,028 | (603) | 18,403 |
| Segmented assets as at December 31, 2024 | 441,488 | 186,996 | (50,766) | 577,718 |
| Segmented liabilities as at December 31, 2024 (1), (2) | 216,862 | 119,913 | (46,255) | 290,520 |
| Segmented net assets as at December 31, 2024 (1), (2) | 224,626 | 67,083 | (4,511) | 287,198 |
(1) Segmented liabilities under the Genesis land development segment include $11,168 due to the home building segment (December 31, 2024 - $24,092 due from the land development segment to the home building segment).
(2) Segmented liabilities relating to LLLP, HLLP and other limited partnerships comprise of accounts payable and accrued liabilities and includes $267 due to Genesis (December 31, 2024 - $2,662).
20
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- INVESTMENTS IN LAND DEVELOPMENT ENTITIES
| December 31, 2024 | Distributions received | Unrealized gain in fair value | June 30, 2025 | |
|---|---|---|---|---|
| Limited Partnership - 5% | 2,142 | (1,174) | 86 | 1,054 |
| Joint Venture - 8% | 6,304 | (800) | 252 | 5,756 |
| Limited Partnership - 16.7% | 5,000 | - | 200 | 5,200 |
| Joint Venture - 12.5% | 8,099 | - | 324 | 8,423 |
| Joint Venture - 15% | 5,006 | - | 200 | 5,206 |
| Total | 26,551 | (1,974) | 1,062 | 25,639 |
The fair value of investments in land development entities is based on the market value approach method. This method used prices and other relevant information generated by market transactions involving identical or comparable assets. Where applicable, adjustments are made during interim periods to reflect changes in fair value, incorporating management's estimates and assumptions. During the three and six months ended June 30, 2025, the Corporation recorded $532 and $1,062 as an unrealized gain in investment in fair value of investments held in the year (2024 - $Nil).
- INVESTMENT IN OTHER REAL ESTATE ENTITY
The Corporation and a private company entered into a limited partnership agreement in 2021 to form Sage Hill Estates Apartments LP ("SHEA LP"), for the purpose of acquiring, developing and renting certain real estate. The Corporation sold a 3.22-acre multi-family site for $3,589 to SHEA LP and used the gross sale proceeds to purchase 50% of the units in SHEA LP by way of a capital investment of $3,589 in 2022.
| Total | |
|---|---|
| As at December 31, 2023 | 3,581 |
| Investment | 455 |
| Loss | (7) |
| As at December 31, 2024 | 4,029 |
| As at June 30, 2025 | 4,029 |
The investment in SHEA LP is accounted for using the equity method with the Corporation's share of net assets being $4,029 at June 30, 2025 (December 31, 2024 - $4,029).
21
GENESIS LAND DEVELOPMENT CORP.
NOTES TO THE CONDENSED CONSOLIDATED INTERIM FINANCIAL STATEMENTS
(Unaudited)
For the three and six months ended June 30, 2025 and 2024
(All tabular amounts and amounts in footnotes to tables are in thousands of Canadian dollars except number of shares)
- LIMITED PARTNERSHIPS
a) In December 2022, the Corporation entered into binding agreements to sell a 20% ownership stake in LLLP to each of two Calgary based third party home builders. LLLP owns 130 acres of residential development land located in the Keystone Area Structure Plan ("ASP") on the north side of the City of Calgary. The transaction closed on January 16, 2023, for consideration for each 20% ownership stake of $5,880 (net of assumption of debt of $4,000 each) resulting in gross proceeds for the sale of a 40% ownership interest of $11,760 (net of assumption of debt of $8,000). As at June 30, 2025, LLLP accounts for $12,142 of the non-controlling interest ("NCI") on the condensed consolidated interim balance sheets (December 31, 2024 - $12,701) and ($559) on the condensed consolidated interim statements of comprehensive income (June 30, 2024 - ($84)).
b) In May 2024, the Corporation entered into binding agreements to sell a 20% ownership stake in HLLP to each of two Calgary based third party home builders. HLLP owns 161 acres of residential development land located in the Belvedere ASP on the east side of the City of Calgary. The transaction closed on December 13, 2024, for consideration for each 20% ownership stake of $7,720 (net of assumption of debt of $3,000 each) resulting in gross proceeds for the sale of a 40% ownership interest of $15,440 (net of assumption of debt of $6,000). As at June 30, 2025, HLLP accounts for $6,333 of the NCI on the condensed consolidated interim balance sheets (December 31, 2024 - $6,523) and ($190) on the condensed consolidated interim statements of comprehensive income (June 30, 2024 - $Nil).
- RELATED PARTY TRANSACTIONS
Transactions occurred with the following related parties:
In 2005, the Corporation sold a 49% undivided interest in approximately 610 acres to Genesis Limited Partnership #4 and GLP5 NE Calgary Development Inc. (collectively, "LP4/5 group") for $7,670. Since 2022, the Corporation has been repurchasing from LP4/5 group their undivided interest in these lands. In June 2025, the Corporation paid $5,498 to acquire the remainder of the undivided interest in these lands resulting in Genesis holding a 100% interest in both the 425-acre North Conrich and 185-acre OMNI projects. NCI portion as a result of this transaction was $4,986.
- CONSOLIDATED ENTITIES
The Statements include the accounts of the Corporation and its wholly-owned subsidiaries, as well as the consolidated revenues, expenses, assets, liabilities and cash flows of limited partnership entities that the Corporation controls. The Corporation has majority ownership positions in LLLP and HLLP as well as minority positions in other limited partnership entities. The Corporation has control over these entities' activities, projects, financial and operating policies due to contractual arrangements. As such, the relationship between the Corporation and the limited partnership entities indicates that they are controlled by the Corporation. Accordingly, the accounts of the limited partnerships have been consolidated in the Corporation's financial statements.
Genesis Limited Partnership #4 is a limited partnership controlled by the Corporation. This limited partnership no longer has any real estate assets and is in the process of distributing all remaining cash, held in trust, to the limited partners following which it will be wound up.