FORM 10-Q
SECURITIES & EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1995
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OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 1-9792
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Cavalier Homes, Inc.
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(Exact name of Registrant as specified in its charter)
Delaware 63-0949734
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(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
Highway 41 North & Cavalier Road, Addison, Alabama 35540
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(Address of principal executive offices)
(Zip Code)
(205) 747-1575
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(Registrant's telephone number, including area code)
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(Former name, former address and former fiscal year, if changed since last year)
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 the number of shares outstanding of each of the issuer's
classes of common stock, as of the close of the latest practicable date.
Class Outstanding at August 8, 1995
------------------------ ------------------------
Common Stock $.10 Par Value 4,706,727 Shares
-1-
<PAGE>
CAVALIER HOMES, INC.
AND SUBSIDIARIES
INDEX
Page No.
Part I. Financial Information (Unaudited)
Consolidated Condensed Balance Sheets -
June 30, 1995 and December 31, 1994 3
Consolidated Condensed Statements of Income -
Thirteen and Twenty-Six Weeks ended June 30, 1995
and July 1, 1994 4
Consolidated Condensed Statements of Cash
Flows - Twenty-Six Weeks ended June 30, 1995
and July 1, 1994 5
Notes to Consolidated Condensed Financial Statements 6
Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
Part II. Other Information
Item 4. Submission of Matters to a Vote of Security
Holders 11
Item 5. Other Information 11
Item 6. Exhibits 11
Signatures 12
-2-
<PAGE>
CAVALIER HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
June 30, December 31,
1995 1994
(Unaudited) (Audited)
ASSETS ------------- -------------
CURRENT ASSETS:
Cash $ 7,969,794 $ 16,034,922
Investment Securities:
Debt Securities held to maturity 4,373,152 1,956,301
Equity Securities available for sale 2,665,291 1,680,072
Accounts Receivable, less allowance for
losses of $650,000 (1995 and 1994) 17,488,528 2,856,661
Installment contracts receivable - current 366,631 281,310
Inventories 9,700,047 9,734,314
Deferred Income Taxes 3,021,796 2,648,844
Other Current Assets 996,218 602,355
------------- -------------
TOTAL CURRENT ASSETS 46,581,457 35,794,779
PROPERTY, PLANT AND EQUIPMENT (Net) 14,174,138 13,194,655
INSTALLMENT CONTRACTS RECEIVABLE, less
allowance for credit loss of $415,467 (1995)
and $350,000 (1994) 13,644,416 9,193,858
GOODWILL, less accumulated amortization of
$243,000 (1995) and $104,000 (1994) 2,229,495 2,368,552
MARKETABLE SECURITIES HELD TO MATURITY - 2,427,526
OTHER ASSETS 880,898 783,265
------------- -------------
$ 77,510,404 $ 63,762,635
============= =============
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 731,244 $ 378,802
Accounts Payable 10,382,261 6,090,552
Amounts Payable Under Dealer Incentive programs 5,010,674 4,400,717
Accrued wages and related withholdings 2,544,036 1,463,558
Accrued Incentive Compensation 1,835,141 2,181,301
Estimated Warranties 5,100,000 4,200,000
Accrued Insurance 2,236,830 2,018,357
Other Accrued Expenses 3,043,419 2,201,286
Accrued Income Taxes 1,005,527 284,657
------------- -------------
Total Current Liabilities 31,889,132 23,219,230
DEFERRED INCOME TAXES 959,831 875,868
------------- -------------
LONG-TERM DEBT 4,559,140 3,207,168
------------- -------------
SHAREHOLDERS' EQUITY:
Preferred Stock, $.01 Par Value; Authorized
500,000 shares, none issued
Common Stock, $.10 Par Value; Authorized
15,000,000 shares; issued 4,718,803 (1995)
and 4,715,678 (1994) shares 471,880 471,568
Additional Paid-In Capital 22,047,924 22,053,641
Retained Earnings 17,632,342 13,985,005
Treasury Stock, at cost (20,451 shares) (49,845) (49,845)
------------- -------------
TOTAL SHAREHOLDERS' EQUITY 40,102,301 36,460,369
------------- -------------
$ 77,510,404 $ 63,762,635
============= =============
See Notes to Consolidated Condensed Financial Statements
-3-
<PAGE>
CAVALIER HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(UNAUDITED)
Thirteen Weeks Ended Twenty-Six Weeks Ended
June 30, July 1, June 30, July 1,
1995 1994 1995 1994
REVENUES:
Net sales $ 70,754,688 $ 49,641,174 $ 128,568,237 $ 96,315,104
Financial services 396,384 141,949 730,022 250,656
------------ ------------- ------------- -------------
71,151,072 49,783,123 129,298,259 96,565,760
------------ ------------- ------------- -------------
COST OF SALES 59,488,538 42,718,057 108,331,175 82,449,103
SELLING, GENERAL AND ADMINISTRATIVE:
Manufacturing 7,434,275 4,916,945 14,114,851 10,203,626
Financial Services 240,606 120,690 429,883 212,983
------------ ------------- ------------- -------------
67,163,419 47,755,692 122,875,909 92,865,712
------------ ------------- ------------- -------------
OPERATING PROFIT 3,987,653 2,027,431 6,422,350 3,700,048
OTHER INCOME(EXPENSE):
Interest expense:
Manufacturing (4,483) - (5,889) (868)
Financial services (133,250) (119) (249,125) (119)
Other, net 177,624 111,862 386,808 155,605
------------ ------------- ------------- -------------
INCOME BEFORE INCOME TAXES 4,027,544 2,139,174 6,554,144 3,854,666
INCOME TAXES 1,616,000 937,670 2,625,000 1,623,670
------------ ------------- ------------- -------------
NET INCOME $ 2,411,544 $ 1,201,504 $ 3,929,144 $ 2,230,996
NET INCOME PER SHARE $ 0.50 $ 0.32 $ 0.82 $ 0.60
============ ============= ============= =============
WEIGHTED AVERAGE SHARES
OUTSTANDING 4,793,339 3,776,508 4,781,886 3,697,267
============ ============= ============= =============
See Notes to Consolidated Condensed Financial Statements
-4-
<PAGE>
CAVALIER HOMES, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(UNAUDITED)
Twenty-Six Weeks Ended
June 30, July 1,
1995 1994
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OPERATING ACTIVITIES:
Net income $ 3,929,144 $ 2,230,996
Adjustments to reconcile net income to net
cash used in operating activities:
Depreciation and amortization 1,142,895 680,577
Provision for credit losses, repurchase
commitments and other items 65,467 163,235
(Gain)loss on sale of property, plant
and equipment (10,340) 32,792
Equity in undistributed earnings of
partnership investment (110,818) (96,550)
Changes in assets and liabilities provided(used)
cash, net of effects of acquisition in 1993:
Accounts receivable (14,631,867) (10,163,387)
Inventories 34,267 (1,155,178)
Accounts payable 4,291,709 3,782,190
Amounts payable under dealer incentive
programs 609,957 553,438
Estimated warranties 900,000 400,000
Other assets and liabilities 1,724,676 1,763,874
------------- -------------
Net cash used in operating activities (2,054,910) (1,808,013)
------------- -------------
INVESTING ACTIVITIES:
Proceeds from the sale of property, plant,
and equipment 33,000 22,086
Capital expenditures (2,006,184) (2,786,740)
Distribution from partnership investment 138,356 55,000
Purchases of investment securities (991,246) -
Purchases and originations of installment
contracts (5,020,514) (2,696,730)
Principal collected on installment contracts 419,168 192,626
------------- -------------
Net cash used in investing activities (7,427,420) (5,213,758)
------------- -------------
FINANCING ACTIVITIES:
Net borrowings under line of credit 2,000,000 100,001
Payments on long-term debt (295,586) -
Cash dividends (281,807) (137,367)
Net proceeds from issuance of common stock 3,999 11,839,803
Other (9,404) -
------------- -------------
Net cash provided by financing activities 1,417,202 11,802,437
------------- -------------
NET DECREASE IN CASH (8,065,128) 4,780,666
CASH, BEGINNING OF PERIOD 16,034,922 10,325,137
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CASH, END OF PERIOD $ 7,969,794 $ 15,105,803
============= =============
See Notes to Consolidated Condensed Financial Statements
-5-
<PAGE>
PART I.
CAVALIER HOMES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
FOR THE THIRTEEN AND TWENTY-SIX WEEK PERIODS ENDED JUNE 30, 1995
AND JULY 1, 1994
1. BASIS OF PRESENTATION
* The accompanying consolidated condensed financial statements have
been prepared in compliance with Form 10-Q instructions and thus do
not include all of the information and footnotes required by
generally accepted accounting principles for complete financial
statements. In the opinion of the Company, these statements contain
all adjustments necessary to present fairly the Company's financial
position as of June 30, 1995, and the results of its operations for
the thirteen and twenty-six week periods ended June 30, 1995 and
July 1, 1994 and its cash flows for the thirteen and twenty-six
week periods ended June 30, 1995 and July 1, 1994. All adjustments
are of a normal recurring nature.
* The results of operations for the thirteen and twenty-six weeks
ended June 30, 1995, are not necessarily indicative of the results
to be expected for the full year.
* Inventories consist primarily of raw materials and are stated at
the lower of cost (first-in, first-out method) or market.
* The Company accounts for its marketable investment securities in
accordance with the provisions of Statement of Financial Accounting
Standard No. 115, Accounting for Certain Investments in Debt and
Equity Securities. Marketable debt securities to be held until
maturity are recorded at amortized cost. Equity securities
available for sale are stated at fair value.
* Certain amounts from the 1994 period have been reclassified to
conform to the 1995 period presentation. These reclassifications
had no effect on results of operations or shareholders' equity.
* Primary and fully diluted net income per share are computed by
dividing net earnings by the weighted average number of shares of
common stock outstanding during the thirteen week periods after
giving effect to the equivalent shares which are issuable upon the
exercise of stock options determined by the treasury stock method.
2. SUPPLEMENTAL CASH FLOW DISCLOSURES Twenty-Six Weeks Ended
June 30, July 1,
1995 1994
Cash paid for: Interest $ 255,014 $ 868
Income taxes $ 1,836,337 $ 1,158,552
3. CREDIT ARRANGEMENTS
* In February 1994, the Company executed a $13 million revolving,
warehouse and term-loan agreement (the "Credit Facility") with its
primary lender. The Credit Facility contains a revolving line of
credit which provides for borrowings (including letters of credit)
of up to 80% and 50% of the Company's eligible (as defined)
accounts receivable and inventories, respectively, up to a maximum
of $5 million. Interest is payable under the revolving line of
credit at the bank's prime rate (9% at June 30, 1995).
* The Credit Facility also provides for borrowings of up to 80% of
eligible (as defined) installment sale contracts held by Cavalier
Acceptance Corporation ("CAC"), the Company's wholly owned
financing subsidiary, up to a maximum of $8 million. Under the
warehouse component of the Credit Facility, interest is payable at
the bank's prime rate plus 1%. Amounts advanced under the warehouse
facility may be converted to a series of $2 million notes with a
term of seven years. Interest on term notes is fixed for a period
of five years from issuance at a rate based on the weekly yield on
treasury securities adjusted to a constant maturity of five years,
averaged over the preceding 13 weeks, plus 2.4%, and floats for the
remaining two years at a rate (subject to certain limits) equal to
the bank's prime rate plus 0.75%.
-6-
<PAGE>
PART I.
CAVALIER HOMES, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
FOR THE THIRTEEN AND TWENTY-SIX WEEK PERIODS ENDED JUNE 30, 1995
AND JULY 1, 1994
3. CREDIT ARRANGEMENTS - Continued
The Credit Facility contains certain restrictive covenants which
limit the aggregate of dividend payments and purchases of treasury
stock to 50% of consolidated net income for the two most recent
years. Amounts outstanding under the Credit Facility are secured by
the accounts receivable and inventories of the Company, loans
purchased and originated by CAC and the capital stock of certain of
the Company's consolidated subsidiaries.
* As of June 30, 1995, the Company had $5,290,384 borrowed under this
credit facility.
4. STOCKHOLDERS' EQUITY
* A dividend of $.03 per share was paid on May 15, 1995 and February
15, 1995, and $.02 per share was paid on November 15, 1994, August
15, 1994, May 16, 1994, and February 15, 1994, to shareholders of
record on April 30, 1995, January 31, 1995, October 31, 1994, July
29, 1994, April 28, 1994, and January 29, 1994, respectively.
5. COMMITMENTS AND CONTINGENCIES
* It is customary practice in the manufactured housing industry to
enter into repurchase and other recourse agreements with lending
institutions which have provided wholesale floor plan financing to
dealers. Substantially all of the Company's sales are made pursuant
to these agreements with dealers located primarily in the
Southeastern portion of the United States. These agreements
generally provide for repurchase of the Company's products from the
lending institutions for the balance due them in the event of
repossession upon a dealer's default. Although the Company is
contingently liable for approximately $58 million under these
agreements as of June 30, 1995, such contingency is reduced by the
resale value of the homes which are required to be repurchased. The
Company has provided an allowance for losses of $650,000 at June
30, 1995, based on prior experience and current market conditions.
Management expects no material loss in excess of the allowance.
* The Company's workmen's compensation, product liability and general
liability insurance coverages are provided under incurred loss,
retrospectively rated premium plans. Under these plans, the Company
incurs insurance expenses based upon various rates applied to
current payroll costs and sales. Annually, such insurance expenses
is adjusted by the carrier for loss experience factors subject to
minimum and maximum premium calculations. At June 30, 1995, the
Company is contingently liable for future retrospective premium
adjustments up to a maximum of $4,900,000 in the event that
additional losses are reported related to prior periods. The
Company has recorded an estimated liability of approximately
$975,000 related to such incurred but not reported claims at June
30, 1995. Management expects no material loss in excess of this
allowance.
* The Company and certain of its equity partners have jointly and
severally guaranteed certain short-term debt with a balance of
$1,300,000 at June 30, 1995, of a partnership in which the Company
owns a 33% interest.
* The Company is engaged in various litigation which is routine in
nature and in management's opinion, will have no material adverse
effect on the Company's financial statements.
-7-
<PAGE>
PART I.
CAVALIER HOMES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
June 30, 1995
GENERAL
The principal business of the Company since its inception has been the design
and production of manufactured homes. In early 1992, the Company, through its
wholly owned subsidiary Cavalier Acceptance Corporation("CAC"), commenced retail
installment sale financing operations. The operations of CAC are significant
enough to require segment reporting by the Company.
The Company's business is cyclical and seasonal and is influenced by many of the
same national and regional demographic factors that affect the general United
States housing market. According to industry statistics, after a ten year low in
shipments of homes in 1991, the industry has recovered significantly posting
increases in shipments of 24%, 21% and 20% for 1992, 1993 and 1994,
respectively, as compared to the prior year. Industry statistics for the first
and second quarters of 1995 indicate a continued trend in the increase of
shipments, although at slower pace than previous years. The Company attributes
the upturn in the manufactured housing industry to increased consumer
confidence, wider acceptance of manufactured housing, a reduction in the
availability of alternative housing, increased availability of consumer
financing and an improvement in the overall economy.
Accordingly, as business conditions have improved the Company has expanded its
manufacturing operations to increase and improve its capacity. During 1993 the
Company acquired Homestead Homes, Inc. in February and opened an additional
manufacturing facility in Addison, Alabama in May. During 1994 the Company
opened a manufacturing facility in Winfield, Alabama in May, opened a
manufacturing facility in Fort Worth, Texas in July and acquired Astro Mfg. Co.,
Inc. in October.
RESULTS OF OPERATIONS
Net Sales. For the quarter ended June 30, 1995 net sales were $70.8 million,
representing a 43% increase compared to the second quarter of 1994's net sales
of $49.6 million. Net sales for the current quarter were the highest for any
quarter in the Company's history. For the twenty-six weeks ended June 30, 1995
net sales were $128.6 million, representing a 33% increase over the comparable
twenty-six weeks period in 1994 of $96.3 million. The Company believes that the
significant increase in its sales for the periods was primarily the result of
the continuation of improving industry trends, combined with aggressive
marketing programs instituted by the Company in prior periods and the increase
in manufacturing capacity for the period. Actual shipments of homes in the
second quarter of 1995 increased 21.3% to 2,957 homes from 2,438 homes shipped
in the second quarter of 1994. Shipments of homes in the twenty-six weeks ended
June 30, 1995 increased 18.9% to 5,708 homes as compared to 4,800 for the
comparable period of 1994.
Gross Profit on Sales. Gross profit (derived by deducting cost of sales from net
sales) increased to $11.3 million, or 15.9% of net sales for the second quarter
of 1995, as compared to $6.9 million, or 13.9% of net sales for the same period
last year. Gross profit for the twenty-six weeks ended June 30, 1995 increased
to $20.2 million compared to $13.9 million for the same period last year. The
gross profit for the twenty-six weeks ended June 30, 1995 and July 1, 1994
represented 15.7% and 14.4% of sales, respectively. The increase in gross profit
was primarily attributable to the increased sales volume for the periods made
possible by increased manufacturing capability and a reduction of expenses
associated with the start-up of manufacturing facilities from the previous year
combined with a decline in certain raw material costs during the second quarter
of 1995.
Financial Services Revenue. Financial services revenue (derived primarily from
interest on installment contracts held by CAC) was approximately $396,000 for
the quarter ended June 30, 1995 as compared to approximately $142,000 for the
same period last year. Financial services revenue for the twenty-six weeks ended
June 30, 1995 were approximately $730,000 compared to approximately $251,000 for
the same period last year. The increase in financial services revenue was
primarily due to an increase in the Company's loan portfolio (net of allowance
for credit losses) to approximately $14.0 million at the end of the second
quarter of 1995, as compared to $5.4 million at the end of the second quarter of
1994.
-8-
<PAGE>
PART I.
CAVALIER HOMES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
June 30, 1995
Selling, General, and Administrative. Selling, general and administrative
expense increased to approximately $7.7 million for the second quarter of 1995,
or 10.8% of total revenues, as compared to approximately $5.0 million, or 10.1%
of total revenues, for the same period last year. Selling, general and
administrative expense increased to approximately $14.5 million for the
twenty-six weeks ended June 30, 1995 or 11.2% of total revenues, as compared to
approximately $10.4 million, or 10.8% of total revenues for the same period last
year. The increase in selling, general and administrative expense was primarily
attributable to the increase in sales, combined with increased expenses due to
additional personnel, the opening of additional manufacturing facilities and
increased administrative expenses of CAC consistent with its growth.
Net Income. Net income for the second quarter of 1995 was approximately $2.41
million, an increase of 101% over the same period in 1994 when net income was
approximately $1.20 million. Net income for the twenty-six weeks ended June 30,
1995 was approximately $3.93 million, an increase of approximately 76% over the
same period in 1994 when net income was $2.23 million. The increase in net
income was primarily due to increased sales. Net income per share for the second
quarter of 1995 and the twenty-six weeks ended June 30, 1995 was $.50 per share
and $.82 per share respectively, compared to $.32 per share and $.60 per share
for the respective comparable periods of 1994.
LIQUIDITY AND CAPITAL RESOURCES
As of June 30, 1995, the Company had working capital of $14.7 million, as
compared to $12.6 million as of December 31, 1994. The increase in working
capital is primarily due to continued strength in earnings for the period,
combined with long-term borrowings under the Credit Facility and the reporting
of certain investment securities as current assets as their respective
maturities become one year or less. The ratio of current assets to current
liabilities was 1.5:1 as of June 30, 1995, and December 31, 1994. The Company
had long-term debt of $4,559,140 as of June 30, 1995 and $3,207,168 as of
December 31, 1994 as a result of borrowings under the Company's Credit Facility.
The Company has a long-term debt to equity ratio of 1:9 as of June 30, 1995 as
compared to 1:9 as of December 31, 1994.
The Company's primary business segment is the production and sale of
manufactured housing. In 1992, the Company began the operations of CAC to fund
installment sale contracts to the retail customers of the Company's Independent
Exclusive Dealers. Consistent with the current intention of the Company to
expand further the operations of CAC, the Company entered into a Credit Facility
with its primary lender (see footnote 3 to the Consolidated Condensed Financial
Statements included herein) to provide additional funds for CAC's growth. As of
June 30, 1995, the Company's portfolio of installment sale contracts has grown
to approximately $14.4 million funded primarily from proceeds received from the
public offering of the Company's common stock during 1994 together with
internally generated working capital and borrowings under the Credit Facility.
On October 14, 1994 and January 31, 1995 the Company borrowed $3.7 million and
$2.0 million, respectively, under the Credit Facility in order to continue to
fund the operations of CAC and to minimize the interest rate risk of the
Company's loan portfolio. The Company expects to continue to borrow funds under
the Credit Facility to finance the continuing operations and growth of CAC. As
the operations of CAC continue to expand the Company anticipates that it will be
able to increase its borrowing capacity under the Credit Facility. The term of
the Credit Facility, which is renewable annually, was due to expire in February
1995 but has been extended until September 30, 1995. Although the Company
intends to renew the Credit Facility and anticipates an increase in the credit
available to the Company thereunder, there can be no assurance that the Credit
Facility will be renewed or that such additional financing will be available on
terms acceptable to the Company.
-9-
<PAGE>
PART I.
CAVALIER HOMES, INC. AND SUBSIDIARIES
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
June 30, 1995
LIQUIDITY AND CAPITAL RESOURCES - CONTINUED
The Company's capital expenditures were approximately $2.0 million for the
twenty-six weeks ended June 30, 1995 as compared to $2.8 million for the
comparable period of 1994. Capital expenditures during these periods included
normal property, plant and equipment additions and replacements and the
expansion and modernization of certain of the Company's manufacturing
facilities.
The Company believes that existing cash and investment balances and funds
available under the Credit Facility, together with cash provided by operations,
will be adequate to fund the Company's operations and expansion plans for the
next twelve months. In order to provide additional funds that may be necessary
for continued pursuit of the Company's growth strategies and for operations over
the longer term, the Company may incur, from time to time, additional short and
long-term bank indebtedness and may issue, in public or private transactions,
its equity and debt securities, the availability and terms of which may depend
upon market and other conditions. There can be no assurance that such possible
additional financing will be available on terms acceptable to the Company.
-10-
<PAGE>
PART II.
CAVALIER HOMES, INC. AND SUBSIDIARIES
OTHER INFORMATION
June 30, 1995
ITEM 4 SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
The Company's Annual Shareholders meeting was held on May 10, 1995.
The current Board of Directors, composed of Barry B. Donnell, Jerry
F. Wilson, Thomas A. Broughton, III, John W Lowe and Lee Roy
Jordan, was re-elected for another year. The vote for each
candidate was cast as follows:
Shares Voting
Against/ Abstentions/
For Withheld Broker Nonvotes
Barry B. Donnell 3,692,273 14,535 179,434
Jerry F. Wilson 3,692,273 14,535 179,434
Thomas A. Broughton, III 3,691,917 14,891 179,434
John W Lowe 3,691,917 14,891 179,434
Lee Roy Jordan 3,691,317 15,491 179,334
The shareholders ratified the Board of Directors' appointment of
Deloitte & Touche LLP as Independent Certified Public Accountants
for the Company. The appointment was ratified by a vote of
3,687,448 shares for and 6,200 shares against or withheld and
192,594 abstentions or broker nonvotes.
ITEM 5 OTHER INFORMATION
On July 17, 1995, the Board of Directors of the Company declared a
five-for-four stock split-up in the form of a 25% stock dividend,
payable on August 15, 1995, to shareholders of record on July 31,
1995. Cash will be paid in lieu of fractional shares in the amount
equal to four-fifths of the price per share as of the record date.
The Company will apply to the New York Stock Exchange for the
listing of the additional shares and will also make appropriate
anti-dilutive adjustments with respect to shares issuable under its
various stock option plans.
In addition, the Board of Directors also declared its regular
quarterly cash dividend of $.03 per share payable on August 15,
1995 to shareholders of record on July 31, 1995, including the new
shares to be issued.
ITEM 6 EXHIBITS
The exhibits required to be filed with this report are listed
below. The Company will furnish upon request the exhibit listed
upon the receipt of $15.00 per exhibit, plus $.50 per page, to
cover the cost to the Company of providing the exhibit.
(a) (11) Computation of Net Income per Common Share.
(27) Article 5 - Financial Data Schedule for Form 10-Q
submitted as Exhibit 27 as an EDGAR filing only.
(b) The Company did not file a Current Report on Form 8-K
during the quarter for which this report was filed.
-11-
<PAGE>
PART II.
CAVALIER HOMES, INC. AND SUBSIDIARIES
OTHER INFORMATION
June 30, 1995
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.
Cavalier Homes, Inc.
Registrant
Date: August 8, 1995 /s/ Jerry F. Wilson
--------------- ------------------------------
Jerry F. Wilson - President
Date: August 8, 1995 /s/ David A. Roberson
--------------- ------------------------------
David A. Roberson -
Chief Financial Officer
-12-
<PAGE>
PART II. - EXHIBIT 11
CAVALIER HOMES, INC. AND SUBSIDIARIES
COMPUTATION OF NET INCOME PER COMMON SHARE
Thirteen Weeks Ended Twenty-Six Weeks Ended
June 30, July 1, June 30, July 1,
1995 1994 1995 1994
PRIMARY AND FULLY DILUTED
Net Income $ 2,411,544 $ 1,201,504 $ 3,929,144 $ 2,230,996
============ ============= ============= =============
SHARES:
Primary
Average common shares
outstanding 4,698,352 3,617,740 4,697,814 3,523,440
Dilutive effect if stock options
were exercised 76,263 158,768 74,710 173,827
------------ ------------- ------------- -------------
Average common shares outstanding
as adjusted (primary) 4,774,615 3,776,508 4,772,524 3,697,267
============ ============= ============= =============
Fully Diluted
Average common shares
outstanding 4,774,615 3,776,508 4,772,524 3,697,267
Additional dilutive effect if
stock options were excercised
(fully) 18,724 - 9,362 -
------------ ------------- ------------- -------------
Average common shares
outstanding as adjusted
(fully diluted) 4,793,339 3,776,508 4,781,886 3,697,267
============ ============= ============= =============
Primary and Fully Diluted Net
Income per Common Share $ 0.50 $ 0.32 $ 0.82 $ 0.60
============ ============= ============= =============
-13-
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000789863
<NAME> CAVALIER HOMES, INC.
<MULTIPLIER> 1
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-START> APR-01-1995
<PERIOD-END> JUN-30-1995
<EXCHANGE-RATE> 1
<CASH> 7,969,794
<SECURITIES> 7,038,443
<RECEIVABLES> 18,138,528
<ALLOWANCES> 650,000
<INVENTORY> 9,700,047
<CURRENT-ASSETS> 46,581,457
<PP&E> 19,677,604
<DEPRECIATION> 5,503,466
<TOTAL-ASSETS> 77,510,404
<CURRENT-LIABILITIES> 31,889,132
<BONDS> 0
<COMMON> 471,880
0
0
<OTHER-SE> 39,630,421
<TOTAL-LIABILITY-AND-EQUITY> 77,510,404
<SALES> 70,754,688
<TOTAL-REVENUES> 71,151,072
<CGS> 59,488,538
<TOTAL-COSTS> 59,488,538
<OTHER-EXPENSES> 7,674,881
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 177,624
<INCOME-PRETAX> 4,027,544
<INCOME-TAX> 1,616,000
<INCOME-CONTINUING> 2,411,544
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 2,411,544
<EPS-PRIMARY> 0.500
<EPS-DILUTED> 0.500
</TABLE>
