<PAGE>1
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
(X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 1997
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from _______________ to _________________.
Commission File Number 1-5899
U.S. HOME CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 21-0718930
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1800 West Loop South, Houston, Texas 77027
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (713) 877-2311
Not Applicable
(Former name, former address and former fiscal year,
if changed since last report.)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period
that the registrant was required to file such reports), and (2) has been
subject to such filing requirements for the past 90 days. YES X NO _____
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. YES X NO______
Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.
Class Outstanding at April 30, 1997
Common stock, $.01 par value 11,578,833 shares
<PAGE> 2
U.S. HOME CORPORATION
---------------------
INDEX
-----
Page
Number
Part I. Financial Information
Item 1. Financial Statements
Consolidated Condensed Balance Sheets--
March 31, 1997 and December 31, 1996 3
Consolidated Condensed Statements of
Operations--Three Months Ended
March 31, 1997 and 1996 5
Consolidated Condensed Statements of
Cash Flows--Three Months Ended
March 31, 1997 and 1996 6
Notes to Consolidated Condensed
Financial Statements 7
Item 2. Management's Discussion and Analysis
of Financial Condition and Results of
Operations 11
Part II. Item 5. Other Information 15
Item 6. Exhibits and Reports on Form 8-K 16
<PAGE> 3
PART I. FINANCIAL INFORMATION
---------------------
Item 1. Financial Statements
---------------------
U.S. HOME CORPORATION AND SUBSIDIARIES
--------------------------------------
CONSOLIDATED CONDENSED BALANCE SHEETS
-------------------------------------
(Dollars in Thousands, Except Per Share Data)
ASSETS
------
March 31, December 31,
1997 1996
--------- ------------
(Unaudited)
HOUSING:
Cash (including restricted funds) ............. $ 14,113 $ 8,786
Receivables, net .............................. 44,602 28,028
Single-Family Housing Inventories ............. 704,502 709,344
Option Deposits on Real Estate ................ 82,039 70,688
Other Assets .................................. 52,242 49,036
-------- --------
897,498 865,882
-------- --------
FINANCIAL SERVICES:
Cash (including restricted funds) ............. 4,906 4,463
Residential Mortgage Loans .................... 56,834 63,656
Other Assets .................................. 12,442 13,410
-------- --------
74,182 81,529
-------- --------
$971,680 $947,411
======== ========
The accompanying notes are an integral part of these balance sheets.
<PAGE> 4
U.S. HOME CORPORATION AND SUBSIDIARIES
--------------------------------------
CONSOLIDATED CONDENSED BALANCE SHEETS
-------------------------------------
(Dollars in Thousands, Except Per Share Data)
LIABILITIES AND STOCKHOLDERS' EQUITY
------------------------------------
March 31, December 31,
1997 1996
----------- ------------
(Unaudited)
HOUSING:
Accounts Payable ............................... $ 98,056 $ 96,594
Accrued Expenses and Other Current
Liabilities .................................. 59,066 50,972
Revolving Credit Facility ...................... 13,000 --
Senior and Convertible Subordinated Debt
and Notes Payable ............................ 360,386 362,887
--------- ---------
530,508 510,453
--------- ---------
FINANCIAL SERVICES:
Accrued Expenses and Other Current
Liabilities .................................. 25,037 20,854
Revolving Credit Facility ...................... 32,235 42,414
--------- ---------
57,272 63,268
--------- ---------
Total Liabilities ............................ 587,780 573,721
--------- ---------
STOCKHOLDERS' EQUITY:
Convertible Preferred Stock, $25 per
share redemption value, authorized
84,343 shares at March 31, 1997 and
202,206 shares at December 31, 1996,
outstanding none at March 31, 1997
and 117,863 shares at December 31, 1996 ...... -- 2,947
Common Stock, $.01 par value, authorized
50,000,000 shares, outstanding
11,574,018 and 11,452,290 shares at
March 31, 1997 and December 31, 1996 ......... 116 114
Capital In Excess of Par Value ................. 356,770 353,830
Retained Earnings .............................. 28,964 18,821
Unearned Compensation on Restricted
Stock ........................................ (1,950) (2,022)
--------- ---------
Total Stockholders' Equity ................... 383,900 373,690
--------- ---------
$ 971,680 $ 947,411
========= =========
The accompanying notes are an integral part of these balance sheets.
<PAGE> 5
U.S. HOME CORPORATION AND SUBSIDIARIES
--------------------------------------
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
-----------------------------------------------
(Dollars in Thousands, Except Per Share Data)
(Unaudited)
Three Months Ended
March 31,
---------------------
1997 1996
-------- --------
HOUSING:
Operating Revenues ............................. $310,648 $267,907
-------- --------
Operating Costs and Expenses -
Cost of products sold ........................ 255,580 218,350
Selling, general and administrative .......... 29,687 26,652
Interest ..................................... 7,880 6,629
-------- --------
293,147 251,631
-------- --------
Housing Operating Income ....................... 17,501 16,276
-------- --------
FINANCIAL SERVICES:
Operating Revenues ............................. 5,385 4,855
General, Administrative and Other Expenses ..... 3,875 3,701
-------- --------
Financial Services Operating Income ............ 1,510 1,154
-------- --------
CORPORATE GENERAL AND ADMINISTRATIVE ............. 2,911 2,754
-------- --------
INCOME BEFORE INCOME TAXES ....................... 16,100 14,676
PROVISION FOR INCOME TAXES ....................... 5,957 5,357
-------- --------
NET INCOME ....................................... $ 10,143 $ 9,319
======== ========
INCOME PER COMMON AND COMMON
EQUIVALENT SHARE:
Primary ...................................... $ .84 $ .77
======== ========
Fully diluted ................................ $ .75 $ .69
======== ========
The accompanying notes are an integral part of these statements.
<PAGE> 6
U.S. HOME CORPORATION AND SUBSIDIARIES
--------------------------------------
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
-----------------------------------------------
(Dollars in Thousands)
(Unaudited)
Three Months Ended
March 31,
----------------------
1997 1996
--------- --------
Net Cash Provided (Used) by Operating
Activities ....................................... $ 5,419 $(18,210)
-------- --------
Net Cash Flows From Investing Activities:
Purchase of property, plant and equipment,
net of disposals ............................... (643) (573)
Proceeds from investments in mortgages ........... 761 774
Decrease (Increase) in restricted cash ........... 209 (330)
Other ............................................ 10 (262)
-------- --------
Net cash provided (used) by investing
activities ..................................... 337 (391)
-------- --------
Net Cash Flows From Financing Activities:
Proceeds from revolving credit facilities,
net of repayments .............................. 2,821 (27,581)
Net proceeds from sale of 7.95% senior
notes .......................................... -- 73,406
Repayment of notes and mortgage notes
payables ....................................... (2,500) (6,803)
Redemption of convertible preferred stock ........ (98) --
-------- --------
Net cash provided by financing activities ........ 223 39,022
-------- --------
Net Increase in Cash .............................. 5,979 20,421
Cash At Beginning of Period ........................ 8,138 6,228
-------- --------
Cash At End of Period .............................. $ 14,117 $ 26,649
======== ========
Supplemental Disclosure:
Interest paid, before amount capitalized -
Housing ........................................ $ 4,319 $ 1,833
Financial Services ............................. 336 416
-------- --------
$ 4,655 $ 2,249
======== ========
Income taxes paid ................................ $ 4,557 $ 373
======== ========
The accompanying notes are an integral part of these statements.
<PAGE> 7
U.S. HOME CORPORATION AND SUBSIDIARIES
--------------------------------------
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
----------------------------------------------------
March 31, 1997
--------------
(Dollars in Thousands)
(Unaudited)
(1) PRINCIPLES OF CONSOLIDATION AND BASIS OF PRESENTATION
The accompanying consolidated condensed balance sheet as of
December 31, 1996, which has been derived from audited financial
statements, and the accompanying unaudited consolidated condensed
financial statements have been prepared pursuant to the rules and
regulations of the Securities and Exchange Commission. Certain
information and note disclosures normally included in annual
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to
those rules and regulations. Although the Company believes that the
disclosures made are adequate to ensure that the information
presented is not misleading, it is suggested that these
consolidated condensed financial statements should be read in
conjunction with the financial statements and notes thereto
included in the Company's latest Annual Report on Form 10-K.
The preparation of consolidated condensed financial statements
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of
any contingent assets and liabilities at the date of the financial
statements and revenues and expenses during the reporting period.
Management's estimates and assumptions are reflective of, among
other things, prevailing market conditions, expected market
conditions based on published economic forecasts, current operating
strategies and the availability of capital, which are all subject
to change. Changes to the aforementioned or other conditions could
in turn cause changes to such estimates and assumptions and, as a
result, actual results could differ from the original estimates.
In the opinion of the Company, the accompanying consolidated
condensed financial statements contain all adjustments (all of
which were normal and recurring adjustments) necessary to present
fairly the Company's financial position as of March 31, 1997 and
December 31, 1996 and its results of operations and cash flows for
the three month periods ended March 31, 1997 and 1996.
Because of the seasonal nature of the Company's business, the
results of operations for the three month periods ended March 31,
1997 and 1996 are not necessarily indicative of the results for the
full year.
<PAGE> 8
(2) INVENTORIES
The components of single-family housing inventories are as follows:
March 31, December 31,
1997 1996
---------- ------------
Housing completed and under construction $270,401 $280,390
Models 79,653 74,167
Finished lots 160,992 147,893
Land under development 46,613 59,840
Land held for development or sale 146,843 147,054
-------- --------
$704,502 $709,344
======== ========
(3) REVOLVING CREDIT FACILITIES, SENIOR AND CONVERTIBLE SUBORDINATED DEBT
AND NOTES PAYABLE
Housing -
Revolving credit facility, senior and convertible subordinated debt
and notes payable consist of the following:
March 31, December 31,
1997 1996
----------- ------------
Revolving credit facility ........... $ 13,000 $ --
-------- --------
7.95% Senior notes due 2001 ......... 75,000 75,000
9.75% Senior notes due 2003 ......... 200,000 200,000
4.875% Convertible subordinated
debentures due 2005 ............... 80,000 80,000
Notes and mortgage notes payable .... 5,386 7,887
-------- --------
360,386 362,887
-------- --------
$373,386 $362,887
======== ========
The Company has an unsecured revolving credit facility (the "Credit
Facility") with a group of banks. The Credit Facility provides up
to a maximum of $130,000, of which up to $20,000 may be used for
letter of credit obligations, subject to a borrowing base
limitation. The amount available for borrowing under the Credit
Facility is based on housing inventories, land, finished lots and
closing proceeds receivable less the outstanding senior debt
borrowings (as defined), including amounts outstanding under the
Credit Facility; as the amount invested in these categories
changes, the amount of available borrowings will increase or
<PAGE> 9
decrease. At March 31, 1997, $111,764 of the Credit Facility
commitment was available for borrowing. Borrowings bear interest at
a premium over the Eurodollar rate or the rate announced by the
agent bank. The Credit Facility, as amended, expires on September
29, 1999, but may be extended annually for successive one-year
periods with the consent of the banks and contains numerous real
estate and financial covenants, including restrictions on incurring
additional debt, creation of liens and levels of land and housing
inventories maintained by the Company and a prohibition on the
payment of dividends, other than stock dividends.
Financial Services -
Financial Services revolving credit facility consists of an
agreement with a financial institution whereby the Company's
mortgage banking subsidiary, U.S. Home Mortgage Corporation
("Mortgage"), may borrow up to $45,000 under a revolving line of
credit (the "Mortgage Credit Facility") secured by residential
mortgage loans and mortgage notes receivable. The Mortgage Credit
Facility is not guaranteed by the Company, matures on August 31,
1997 and bears interest at a premium over the London Interbank
Offered Rate. The Mortgage Credit Facility has been in place since
1992 and has been renewed on various terms and conditions on an
annual basis and the Company expects it to be extended or replaced
by a credit facility similar to its present terms and conditions.
However, there can be no assurance that the Mortgage Credit
Facility will be extended or replaced.
(4) INTEREST
A summary of housing interest for the three month periods ended
March 31, 1997 and 1996 follows:
1997 1996
--------- ---------
Capitalized at beginning of period $ 58,566 $ 59,898
Capitalized 8,575 7,939
Previously capitalized interest
included in interest expense (7,881) (6,629)
Other (21) (24)
-------- --------
Capitalized at end of period $ 59,239 $ 61,184
======== ========
Interest expense relating to financial services for the three month
periods ended March 31, 1997 and 1996 was $309 and $461,
respectively, and is included in "general, administrative and other
expenses" in the accompanying consolidated condensed statements of
operations.
<PAGE> 10
(5) INCOME PER SHARE
The following weighted average number of common and common
equivalent shares were used to compute income per share for the
three month periods ended March 31, 1997 and 1996:
1997 1996
---------- ----------
Primary 12,141,296 12,115,484
Fully diluted 14,394,817 14,369,005
The weighted average number of common and common equivalent shares
outstanding for primary income per share includes the dilutive
effect of the convertible redeemable preferred stock (all of which
had been converted to common stock or redeemed as of March 18,
1997) and Class B warrants and the assumed exercise of stock
options. Fully diluted income per share includes the assumed
conversion of the convertible subordinated debentures.
In February 1997, the Financial Accounting Standards Board issued
Statement of Accounting Standards No. 128, Earnings Per Share
("SFAS No. 128"). For the Company, SFAS No. 128 will be effective
for the year ended December 31, 1997. SFAS No. 128 simplifies the
standards required under current accounting rules for computing
earnings per share and replaces the presentation of primary
earnings per share and fully diluted earnings per share with a
presentation of basic earnings per share ("basic EPS") and diluted
earnings per share ("diluted EPS"). Basic EPS excludes dilution and
is determined by dividing income available to common stockholders
by the weighted average number of common shares outstanding during
the period. Diluted EPS reflects the potential dilution that could
occur if securities (such as the Company's convertible subordinated
debentures) and other contracts to issue common stock (such as the
Company's Class B warrants) were exercised or converted into common
stock. Diluted EPS is computed similarly to fully diluted earnings
per share under current accounting rules.
The implementation of SFAS No. 128 is not expected to have a
material effect on the Company's reported earnings per share as
determined under current accounting rules.
During April 1997, the Company's Board of Directors authorized the
repurchase of up to 750,000 shares of outstanding common stock or
Class B warrants, in the aggregate, from time to time in the open
market and/or in private transactions as market conditions permit.
The program is being initiated as a systematic and rational approach
to avoid the future dilutive impact from the exercise of the
outstanding Class B warrants that expire on June 21, 1998. In
addition to the open market repurchase of common stock and Class B
warrants, the Board of Directors authorized an odd lot repurchase
program for holders of less than 100 shares of the Company's common
stock.
<PAGE> 11
Item 2. Management's Discussion and Analysis of Financial Condition and
---------------------------------------------------------------
Results of Operations
---------------------
Results of Operations
- ---------------------
Housing
-------
The following table sets forth certain financial information for the
periods indicated (dollars in thousands, except average sales price):
Three Months Ended
March 31,
-----------------------
1997 1996
-------- --------
Revenues -
Single-family homes .......................... $308,813 $264,725
Land and other ............................... 1,835 3,182
-------- --------
Total ...................................... $310,648 $267,907
======== ========
Single-family homes -
Gross margin amount .......................... $ 54,825 $ 48,897
Gross margin percentage ...................... 17.8% 18.5%
Units delivered .............................. 1,869 1,643
Average sales price .......................... $165,200 $161,100
New orders taken ............................. 2,740 2,699
Backlog at end of period ..................... 3,909 3,787
Selling, general and administrative expenses
as a percentage of housing revenues .......... 9.6% 9.9%
Interest -
Paid or accrued .............................. $ 8,575 $ 7,939
Percentage capitalized ....................... 100.0% 100.0%
Previously capitalized
interest included in interest expense ...... $ 7,881 $ 6,629
Percentage of housing revenues ............... 2.5% 2.5%
Revenues and Gross Margin -
- ---------------------------
Revenues from sales of single-family homes for the three month period ended
March 31, 1997 increased 17% compared to the three month period ended March
31, 1996. The increase resulted primarily from a 14% increase in the number
of housing units delivered.
The decrease in the gross margin percentage for the three month period
ended March 31, 1997 from the same period in 1996 was primarily
attributable to sales price incentives caused by an increased competitive
housing environment.
New orders taken for the three month period ended March 31, 1997 increased
2% compared to the same period in 1996. See Part II, "Item 5 - Other
Information" on page 15 for a table of unit activity by market for the
three month periods ended March 31, 1997 and 1996.
<PAGE> 12
Selling, General and Administrative Expenses -
- ----------------------------------------------
As a percentage of housing revenues, selling, general and administrative
expenses for the three month period ended March 31, 1997 decreased when
compared to the same period in 1996. Actual selling, general and
administrative expenses for 1997 increased $3.0 million compared to 1996.
This increase was attributable to increases in volume-related expenses
($1.2 million) resulting from the increase in deliveries in 1997 when
compared to 1996 and increases in other selling, general and administrative
expenses resulting from increased activities.
Interest -
- ----------
Interest paid or accrued for the three month period ended March 31, 1997
increased approximately 8% compared to the same period in 1996. This
increase was primarily due to the sale of the Company's 7.95% senior notes
in February 1996.
The Company capitalizes interest cost into housing inventories and charges
the previously capitalized interest to interest expense when the related
inventories are delivered. The amount of interest capitalized and
previously capitalized interest expensed in any one year is a function of
the amount of housing assets, land sales and the number of housing units
delivered, average outstanding debt levels and average interest rates.
Capitalized interest amounts charged to interest expense in the three month
period ended March 31, 1997 were greater than the same period in 1996
primarily due to the increase in the number of housing units delivered and
higher average debt levels, offset in part by an increase in the amount of
housing assets qualifying for interest capitalization.
Financial Services
------------------
Revenues -
- ----------
Revenues for the financial services segment for the periods indicated were
as follows (dollars in thousands):
Three Months
Ended
March 31,
--------------------
1997 1996
------- -------
U.S. Home Mortgage Corporation and
Subsidiary $ 4,387 $ 3,834
Other financial services operations 998 1,021
------- -------
$ 5,385 $ 4,855
======= =======
<PAGE> 13
Approximately 80% of the housing units delivered by the Company in the
three months ended March 31, 1997 and 83% delivered by the Company in the
three months ended March 31, 1996 were purchased with the buyer using
mortgage financing. Of the total housing units financed, 67% were financed
by U.S. Home Mortgage Corporation ("Mortgage") for the three months ended
March 31, 1997 compared to 61% for the three months ended March 31, 1996.
The increase in Mortgage's revenues for the three month period ended March
31, 1997 when compared to the three month period ended March 31, 1996 was
primarily due to the increase in mortgage loan originations and income from
the sale of mortgage loans and servicing rights.
Other
-----
Corporate General and Administrative -
- --------------------------------------
Corporate general and administrative includes the operations of the
Company's corporate office. As a percentage of total revenues, such
expenses were .9% and 1.0% for the three month periods ended March 31, 1997
and 1996, respectively. Actual corporate general and administrative
expenses for 1997 total $2.9 million, compared to $2.8 million for 1996.
The increase for 1997 over 1996 was primarily due to increased payroll
costs.
Financial Condition and Liquidity
- ---------------------------------
Housing
-------
The Company's most significant needs for capital resources are land and
finished lot purchases, land development and housing construction. The
Company's ability to generate cash adequate to meet these needs is
principally achieved from the sale of homes and the margins thereon, the
utilization of Company-owned lots and borrowings under its financing
facilities, including the Credit Facility (see below).
Access to quality land and lot locations is an integral part of the
Company's success. Typically, in order to secure the rights to quality
locations and provide sufficient lead time for development, the Company
must acquire land rights well in advance of when orders for housing units
are expected to occur. The Company attempts to minimize its exposure to the
cyclical nature of the housing market and its use of working capital by
employing rolling lot options, primarily in its affordable and move-up home
communities, which enable the Company to initially pay a small portion of
the total lot cost and then purchase the lots on a scheduled basis. The
increase in land inventories in 1997 from 1996 was primarily the result of
increased activities, including the increased activities in the Company's
retirement and active-adult communities.
<PAGE> 14
The Company has financed, and expects to continue to finance, its working
capital needs from operations and borrowings, including those made under
the Company's unsecured revolving credit facility ("Credit Facility"). The
Credit Facility (and previous credit facilities) have enabled the Company
to meet peak operating needs. See Note 3 of Notes to Consolidated Condensed
Financial Statements.
The net cash provided or used by the operating, investing and financing
activities of the housing operations for the three month periods ended
March 31, 1997 and 1996 is summarized below (dollars in thousands):
1997 1996
-------- --------
Net cash provided (used) by:
Operating activities $ (7,421) $(15,448)
Investing activities (625) (862)
Financing activities 10,402 42,603
-------- --------
Net increase in cash $ 2,356 $ 26,293
======== ========
Housing operating activities are, at any time, affected by a number of
factors, including the number of housing units under construction and
housing units delivered. Cash flows from housing operating activities for
1997 used less cash than 1996 primarily due to increased profitability and
a decrease in land asset activities offset in part by an increase in
construction activities and housing proceeds receivable.
Cash flow from housing financing activities for 1997 provided cash
primarily from net borrowings under the Credit Facility while 1996 provided
cash reflecting the sale of the Company's 7.95% senior notes, offset
primarily by the repayment of the outstanding amount under the Credit
Facility.
The Company believes that cash flow from operations and amounts available
under the Credit Facility will be sufficient to meet its working capital
obligations and other needs. However, should the Company require capital in
excess of that which is currently available, there can be no assurance that
it will be available.
Financial Services
------------------
Mortgage's activities represent a substantial portion of the financial
services segment's activities. As loan originations by Mortgage are
primarily from housing units delivered by the Company's home building
operations, Mortgage's financial condition and liquidity are to a
significant extent dependent upon the financial condition of the Company.
<PAGE> 15
Financial services operating activities are affected primarily by
Mortgage's loan originations which result in the sale of mortgage loans and
related servicing rights to third party investors. Cash flows from
financial services operating activities are also affected by the timing of
the sales of loans and servicing rights which generally are sold to
investors within 30 days after homes are delivered. In this regard, cash
flows from financial services operating activities for 1997 used less cash
compared to 1996 primarily due to a decrease in residential mortgage loan
receivables.
The Company finances its financial services operations primarily from
internally generated funds, such as from the origination and sale of
residential mortgage loans and related servicing rights, and short-term
debt. As more fully discussed in Note 3 of Notes to Consolidated Condensed
Financial Statements, the short-term debt consists of a $45 million secured
revolving line of credit (the "Mortgage Credit Facility") which matures on
August 31, 1997. While the Mortgage Credit Facility contains numerous
convenants, including a debt to tangible net worth ratio and a minimum
tangible net worth requirement, these convenants are not anticipated to
significantly limit Mortgage's operations.
The Company has no obligation to provide funding to its financial services
operations, nor does it guarantee any of its financial services
subsidiaries' debt. The Company believes that the internally generated
funds and the Mortgage Credit Facility will be sufficient to provide for
Mortgage's working capital needs.
<PAGE> 16
Part II. OTHER INFORMATION
-----------------
Item 5. Other Information
-----------------
Additional Operating Data -
The following table provides information (expressed in number of
housing units) with respect to new orders taken, deliveries to
purchasers of single-family homes and backlog by state for the
three month periods ended March 31, 1997 and 1996:
States New Orders Deliveries Backlog
------ ------------- ------------- -------------
1997 1996 1997 1996 1997 1996
---- ---- ---- ---- ---- ----
Arizona ............ 251 270 207 273 313 382
California ......... 197 160 114 112 232 159
Colorado ........... 538 610 344 262 835 810
Florida ............ 951 847 621 569 1,363 1,264
Indiana/Ohio ....... 44 77 45 32 83 107
Maryland/Virginia .. 116 108 75 73 141 148
Minnesota .......... 103 103 47 64 163 158
Nevada ............. 108 135 95 78 147 176
New Jersey ......... 131 171 118 60 192 294
Texas .............. 301 218 203 120 440 289
----- ----- ----- ----- ----- -----
2,740 2,699 1,869 1,643 3,909 3,787
===== ===== ===== ===== ===== =====
Cautionary Disclosure Regarding Forward-Looking Statements -
Certain statements in the Company's press releases, oral
communications and filings with the Securities and Exchange
Commission that are not historical facts are, or may be considered
to be, forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. Such matters involve
risks and uncertainties, including general economic conditions,
fluctuations in interest rates, the impact of competitive products
and prices, the supply of raw materials and prices, levels of
consumer confidence and other risks referred to under the caption
"Management's Discussion and Analysis of Financial Condition and
Results of Operations, Other -- Cautionary Disclosure Regarding
Forward-Looking Statements" in the Company's Annual Report on Form
10-K for the fiscal year ended December 31, 1996.
Convertible Redeemable Preferred Stock -
On March 18, 1997, the Company redeemed all of the remaining
outstanding shares of its convertible preferred stock for $25 per
share.
<PAGE> 17
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
Exhibit 11 - Computation of Income Per Common Share
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
No Current Report on Form 8-K was filed by the Company
during January, February or March 1997.
<PAGE> 18
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 thereunto duly authorized.
U.S. HOME CORPORATION
Date: May 6, 1997 /s/ Isaac Heimbinder
--------------------
Isaac Heimbinder
President, Co-Chief Executive Officer
and Chief Operating Officer
Date: May 6, 1997 /s/ Chester P. Sadowski
-----------------------
Chester P. Sadowski
Vice President, Controller
and Chief Accounting Officer
<PAGE> 19
INDEX OF EXHIBITS
Sequential
Exhibit Numbered
Number Page
11 Computation of Income Per Common Share 20
27 Financial Data Schedule 22
<PAGE> 20
EXHIBIT 11
(Unaudited)
U.S. HOME CORPORATION AND SUBSIDIARIES
--------------------------------------
INCOME PER COMMON SHARE FOR THE CONSOLIDATED CONDENSED STATEMENTS OF
--------------------------------------------------------------------
OPERATIONS
----------
INCOME HAS BEEN COMPUTED ON THE WEIGHTED AVERAGE NUMBER OF COMMON SHARES
------------------------------------------------------------------------
AND COMMON SHARE EQUIVALENTS OUTSTANDING
----------------------------------------
AS FOLLOWS:
-----------
(Dollars in Thousands, Except Per Share Data)
Three Months Ended
March 31,
1997 1996
Income Per Common And Common
Equivalent Share -
Net income ............................. $ 10,143 $ 9,319
========== ==========
Weighted average common shares
outstanding .......................... 11,577,320 11,569,078
Effect of assumed exercise of
dilutive stock options and warrants .. 563,976 546,406
---------- ----------
Total common and common equivalent
shares ............................... 12,141,296 12,115,484
========== ==========
Income per common and common
equivalent share ..................... $ .84 $ .77
========== ==========
<PAGE> 21
Income Per Common Share, Assuming
Full Dilution -
Net income ............................. $ 10,143 $ 9,319
Add interest applicable to 4.875%
convertible subordinated
debentures, net of income tax effect . 655 613
---------- ----------
Income per common share,
assuming full dilution ............... $ 10,798 $ 9,932
========== ==========
Total common and common equivalent
shares ................................ 12,141,296 12,115,484
Assumed conversion of 4.875%
convertible subordinated debentures
at $35.50 per share at date of
issuance ............................. 2,253,521 2,253,521
---------- ----------
Total common shares, assuming full
dilution ............................. 14,394,817 14,369,005
========== ==========
Income per common share,
assuming full dilution ............... $ .75 $ .69
========== ==========
Note: See Note 5 of Notes to Consolidated Condensed Financial Statements.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED CONDENSED FINANCIAL STATEMENTS AS OF MARCH 31, 1997 AND FOR
THE THREE MONTHS THEN ENDED AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE
TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> MAR-31-1997
<CASH> 19,019
<SECURITIES> 0
<RECEIVABLES> 104,436
<ALLOWANCES> 0
<INVENTORY> 704,502
<CURRENT-ASSETS> 0
<PP&E> 0
<DEPRECIATION> 0
<TOTAL-ASSETS> 971,680
<CURRENT-LIABILITIES> 0
<BONDS> 360,386
0
0
<COMMON> 116
<OTHER-SE> 383,784
<TOTAL-LIABILITY-AND-EQUITY> 971,680
<SALES> 0
<TOTAL-REVENUES> 316,033
<CGS> 255,580
<TOTAL-COSTS> 291,744
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 8,189
<INCOME-PRETAX> 16,100
<INCOME-TAX> 5,957
<INCOME-CONTINUING> 10,143
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,143
<EPS-PRIMARY> .84
<EPS-DILUTED> .75
</TABLE>
