SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C.  20549

 


 

FORM 8-K

 

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934

 

Date of Report: April 28, 2005

 

BEAZER HOMES USA, INC.

(Exact name of registrant as specified in its charter)

 

DELAWARE

 

001-12822

 

54-2086934

(State or other jurisdiction

 

(Commission

 

(IRS Employer

of incorporation)

 

File Number)

 

Identification No.)

 

1000 Abernathy Road, Suite 1200

Atlanta Georgia 30328

(Address of Principal

Executive Offices)

 

(770) 829-3700

(Registrant’s telephone number, including area code)

 

None

(Former name or former address, if changed since last report)

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

o            Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

o            Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 



 

Item 2.02  Results of Operations and Financial Condition

 

On April 28, 2005, Beazer Homes USA, Inc. (the “Company”) reported earnings and results of operations for the quarter ended March 31, 2005.  A copy of this press release is attached hereto as exhibit 99.1.  For additional information, please see the press release.

 

Item 9.01  Financial Statements and Exhibits.

 

(c)  Exhibits

 

99.1                           Press release issued April 28, 2005.

 

2



 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

 

 

BEAZER HOMES USA, INC.

 

 

 

 

Date: April 28, 2005

By:

 /s/ James O’Leary

 

 

 

James O’Leary

 

 

Executive Vice President and Chief Financial Officer

 

3


Exhibit 99.1

 

 

 

PRESS RELEASE

FOR IMMEDIATE RELEASE

 

 

Beazer Homes Reports Fiscal Second Quarter Results with Record Backlog

And Raises Outlook for Fiscal 2005

 

 

ATLANTA, April 28, 2005 - Beazer Homes USA, Inc. (NYSE: BZH) (www.beazer.com) today announced results for the quarter ended March 31, 2005.  Summary results for the quarter are as follows:

 

Quarter Ended March 31, 2005

 

                  Total revenues: $976.2 million (up 11.4%)

                  Reported net loss of ($84.3) million, or ($2.09) per share, which includes a non-cash goodwill impairment charge of ($130.2) million, or ($3.22) per share, and charges associated with the class action settlement for Trinity Homes of ($45.0) million, or ($0.69) per share.  The Company preliminarily announced estimates for both of these charges on March 29, 2005 of approximately $131.0 million and $40.0 million, respectively.

                  Home closings: 3,602 (down 2.2%)

                  New orders: 5,239 (up 4.1%)

                  Backlog at 3/31/05: 10,064 homes (up 18.8%), sales value $2.9 billion (up 42.3%)

 

March Quarter Results

“Our March quarter revenues increased 11%, and new orders were up 4%, both indicating continued strength and favorable conditions in the housing industry and Beazer Homes’ strong market position,” said president and chief executive officer, Ian J. McCarthy.  “While our results this quarter were adversely impacted by the goodwill impairment charge and additional charges related to Trinity Homes, the fundamentals of our business continue to be robust and we remain committed to achieving profitable growth by leveraging our size, scale and geographic reach through our national brand.”

 

“Beazer Homes’ backlog now stands at an all-time record level of 10,064 homes with a sales value of $2.9 billion, up 19% and 42%, respectively, from the backlog homes and sales value at March 31, 2004.  This sizeable backlog increase provides the basis for strong performance in the second half of fiscal 2005 and provides us with a high degree of confidence in raising our outlook for the year,” added McCarthy.

 

The growth in new home orders for the quarter resulted from increases in the Company’s Southeast, Central, West and Mid-Atlantic regions.  Order growth in these regions was partially offset by decreased orders in the Midwest region and the Charlotte market.

 

Total home closings of 3,602 were down 2% from the prior year, as weather related closing delays in the Southeast and West regions have shifted a significant portion of the year’s expected results to the second half of the fiscal year.  Increased closings in several markets across the country this quarter were more than offset by these delays and continued weak performance in the Midwest and Charlotte.

 

Results for the second quarter include $45.0 million in charges associated with the settlement agreement between the parties in the previously disclosed class action suit related to construction defect claims from

 



 

water intrusion against Trinity Homes LLC (“Trinity”) and Beazer Homes Investment Corp., Trinity’s parent.  The Company preliminarily announced an estimate for these charges of approximately $40.0 million on March 29, 2005. The charges taken this quarter to adjust recorded liabilities are the Company’s best estimate of the ultimate liability for this matter at the present time.

 

Goodwill Impairment Charge

As previously announced on March 29, 2005, the Company and its Board of Directors concluded that substantially all of the goodwill allocated to certain underperforming operations in Indiana, Ohio, Kentucky, and Charlotte, North Carolina, which was recorded upon the acquisition of Crossmann Communities in April 2002, was impaired.  The Company recently conducted impairment testing of goodwill in accordance with Statement of Financial Accounting Standards (“SFAS”) No. 142, Goodwill and Other Intangible Assets, and results for the second quarter of fiscal 2005 reflect a non-cash goodwill impairment charge of $130.2 million. This non-cash impairment charge does not impact the Company’s ability to generate cash flow in the future or its compliance with its debt covenants.  In addition, this charge is not tax deductible.

 

While the Company remains committed to the Indiana, Ohio, Kentucky and Charlotte, North Carolina markets, they presently suffer from weaker than anticipated local economies, particularly in the Midwest markets, and severe price competition, particularly at entry level price points.  The Company has put in place several strategies to broaden its target price points and to reduce its investment in and exposure to the entry level segment in these markets.

 

The Company’s financial position remained strong during the March quarter with net debt to total capitalization standing at 48.2%.

 

Fiscal 2005 EPS Outlook

“Record backlog coupled with expectations of continued strength in the housing market and our continued execution on our strategic initiatives give us confidence in our future growth opportunities,” said McCarthy. “As such, we are raising our outlook for earnings per share from a range of $6.67 - $7.00 to a range of $7.00 - $7.25 in fiscal 2005 before the goodwill impairment charge recorded this quarter but taking into account the charges associated with the class action settlement for Trinity Homes.”  Although closing delays in the Southeast and West regions have shifted a significant portion of the year’s expected results to the second half of the fiscal year, performance to date, coupled with extremely strong backlog, gives the Company a high degree of confidence in its near term performance.  While the Midwest and Charlotte, NC markets are weaker than originally anticipated, strength in the Company’s other major markets is currently expected to more than offset any shortfall in operating contribution from the Midwest and Charlotte.

 

Conference Call

The Company will hold a conference call today, April 28, 2005, at 11:00 AM ET to discuss the results and take questions.  You may listen to the conference call and view the Company’s slide presentation over the internet by going to the “Investor Relations” section of the Company’s website at www.beazer.com.  To access the conference call by telephone, listeners should dial 800-369-1904.  To be admitted to the call, verbally supply the passcode “BZH”. A replay of the call will be available shortly after the conclusion of the live call. To directly access the replay, dial 866-497-7585 (available until midnight on May 5, 2005), or visit www.beazer.com.

 

Beazer Homes USA, Inc., headquartered in Atlanta is one of the country’s ten largest single-family homebuilders with operations in Arizona, California, Colorado, Delaware, Florida, Georgia, Indiana, Kentucky, Maryland, Mississippi, Nevada, New Jersey, New York, North Carolina, Ohio, Pennsylvania, South Carolina, Tennessee, Texas, Virginia and West Virginia.  Beazer Homes also provides mortgage origination and title services to its homebuyers.

 

Forward-Looking Statements

Certain statements in this press release are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially.  Such risks, uncertainties and other factors

 



 

include, but are not limited to, changes in general economic conditions, fluctuations in interest rates, increases in raw materials and labor costs, levels of competition, potential liability as a result of construction defect, product liability and warranty claims, the possibility that the Company’s improvement plan for the Midwest and strategies to broaden target price points and lessen dependence on the entry-level segment in certain markets will not achieve desired results, and other factors described in the Company’s Form S-3/A filed with the Securities and Exchange Commission on August 17, 2004 and Annual Report on Form 10-K for the year ended September 30, 2004.

 

Contact:                           Leslie H. Kratcoski
Vice President, Investor Relations & Corporate Communications
(770) 829-3764
lkratcos@beazer.com`

Tables Follow-

 



 

BEAZER HOMES USA, INC.

CONSOLIDATED OPERATING AND FINANCIAL DATA

(Dollars in thousands, except per share amounts)

 

FINANCIAL DATA

 

 

 

Quarter Ended

 

Six Months Ended

 

 

 

March 31,

 

March 31,

 

 

 

2005

 

2004

 

2005

 

2004

 

INCOME STATEMENT

 

 

 

 

 

 

 

 

 

Revenues

 

$

976,248

 

$

876,581

 

$

1,888,075

 

$

1,686,689

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

Home construction and land sales

 

796,057

 

699,020

 

1,492,412

 

1,343,969

 

Selling, general and administrative expense

 

108,070

 

99,717

 

212,664

 

189,224

 

Goodwill impairment charge

 

130,235

 

 

130,235

 

 

Operating income (loss)

 

(58,114

)

77,844

 

52,764

 

153,496

 

Equity in income of unconsolidated joint ventures

 

301

 

378

 

199

 

935

 

Other income

 

1,436

 

1,872

 

4,000

 

3,017

 

 

 

 

 

 

 

 

 

 

 

Income (loss) before income taxes

 

(56,377

)

80,094

 

56,963

 

157,448

 

Income taxes

 

27,967

 

31,236

 

71,603

 

61,404

 

Net income (loss)

 

$

(84,344

)

$

48,858

 

$

(14,640

)

$

96,044

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) per common share:

 

 

 

 

 

 

 

 

 

Basic

 

$

(2.09

)

$

1.22

 

$

(0.36

)

$

2.41

 

Diluted

 

$

(2.09

)

$

1.17

 

$

(0.36

)

$

2.31

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares outstanding, in thousands:

 

 

 

 

 

 

 

 

 

Basic

 

40,409

 

39,993

 

40,352

 

39,918

 

Diluted

 

40,409

 

41,595

 

40,352

 

41,538

 

 

 

 

 

 

 

 

 

 

 

Interest incurred

 

$

21,082

 

$

18,532

 

$

41,471

 

$

35,403

 

Interest amortized to cost of sales

 

$

17,353

 

$

15,187

 

$

33,312

 

$

28,874

 

Depreciation and amortization

 

$

5,143

 

$

4,021

 

$

9,635

 

$

8,035

 

 

 

 

 

 

 

 

 

 

 

SELECTED BALANCE SHEET DATA

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

March 31,

 

 

 

 

 

 

 

2005

 

2004

 

 

 

 

 

Cash

 

$

15,930

 

$

89,559

 

 

 

 

 

Inventory

 

2,715,191

 

2,273,855

 

 

 

 

 

Total assets

 

3,131,149

 

2,764,900

 

 

 

 

 

Total debt

 

1,150,790

 

948,979

 

 

 

 

 

Shareholders’ equity

 

1,219,659

 

1,094,032

 

 

 

 

 

 



 

BEAZER HOMES USA, INC.

CONSOLIDATED OPERATING AND FINANCIAL DATA

(Dollars in thousands)

 

OPERATING DATA

 

 

 

Quarter Ended

 

Six Months Ended

 

 

 

March 31,

 

March 31,

 

 

 

2005

 

2004

 

2005

 

2004

 

SELECTED OPERATING DATA

 

 

 

 

 

 

 

 

 

Closings:

 

 

 

 

 

 

 

 

 

Southeast region

 

1,196

 

1,197

 

2,435

 

2,454

 

West region

 

1,358

 

1,404

 

2,550

 

2,618

 

Central region

 

267

 

208

 

457

 

448

 

Mid-Atlantic region

 

366

 

367

 

736

 

685

 

Midwest region

 

415

 

508

 

998

 

1,087

 

Total closings

 

3,602

 

3,684

 

7,176

 

7,292

 

New orders, net of cancellations:

 

 

 

 

 

 

 

 

 

Southeast region

 

1,701

 

1,636

 

2,892

 

2,679

 

West region

 

1,927

 

1,885

 

3,256

 

3,339

 

Central region

 

406

 

351

 

643

 

536

 

Mid-Atlantic region

 

561

 

403

 

1,068

 

719

 

Midwest region

 

644

 

757

 

925

 

1,063

 

Total new orders

 

5,239

 

5,032

 

8,784

 

8,336

 

Backlog units at end of period:

 

 

 

 

 

 

 

 

 

Southeast region

 

3,086

 

2,546

 

 

 

 

 

West region

 

3,846

 

3,008

 

 

 

 

 

Central region

 

615

 

484

 

 

 

 

 

Mid-Atlantic region

 

1,379

 

1,151

 

 

 

 

 

Midwest region

 

1,138

 

1,281

 

 

 

 

 

Total backlog units

 

10,064

 

8,470

 

 

 

 

 

Dollar value of backlog at end of period

 

$

2,898,247

 

$

2,036,493

 

 

 

 

 

Active subdivisions:

 

 

 

 

 

 

 

 

 

Southeast region

 

166

 

184

 

 

 

 

 

West region

 

101

 

98

 

 

 

 

 

Central region

 

51

 

44

 

 

 

 

 

Mid-Atlantic region

 

58

 

51

 

 

 

 

 

Midwest region

 

130

 

131

 

 

 

 

 

Total active subdivisions

 

506

 

508

 

 

 

 

 

 



 

 

 

Quarter Ended

 

Six Months Ended

 

 

 

March 31,

 

March 31,

 

 

 

2005

 

2004

 

2005

 

2004

 

SUPPLEMENTAL FINANCIAL DATA:

 

 

 

 

 

 

 

 

 

Revenues

 

 

 

 

 

 

 

 

 

Home sales

 

$

960,538

 

$

853,638

 

$

1,863,412

 

$

1,646,935

 

Land and lot sales

 

7,763

 

13,831

 

8,978

 

21,566

 

Mortgage origination revenue

 

11,310

 

12,294

 

22,164

 

24,440

 

Intercompany elimination - mortgage

 

(3,363

)

(3,182

)

(6,479

)

(6,252

)

Total revenues

 

$

976,248

 

$

876,581

 

$

1,888,075

 

$

1,686,689

 

Cost of home construction and land sales

 

 

 

 

 

 

 

 

 

Home sales

 

$

794,455

 

$

690,210

 

$

1,492,754

 

$

1,330,327

 

Land and lot sales

 

4,965

 

11,992

 

6,137

 

19,894

 

Intercompany elimination - mortgage

 

(3,363

)

(3,182

)

(6,479

)

(6,252

)

Total costs of home construction and land sales

 

$

796,057

 

$

699,020

 

$

1,492,412

 

$

1,343,969

 

Selling, general and administrative

 

 

 

 

 

 

 

 

 

Homebuilding operations

 

$

99,436

 

$

91,994

 

$

196,249

 

$

174,107

 

Mortgage origination operations

 

8,634

 

7,723

 

16,415

 

15,117

 

Total selling, general and administrative

 

$

108,070

 

$

99,717

 

$

212,664

 

$

189,224