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 April 30, 1999
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 1-9186
TOLL BROTHERS, INC.
(Exact name of registrant as specified in its charter)
Delaware 23-2416878
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3103 Philmont Avenue, Huntingdon Valley, Pennsylvania 19006
(Address of principal executive offices) (Zip Code)
(215) 938-8000
(Registrant's telephone number, including area code)
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 the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date:
Common Stock, $.01 par value: 36,614,529 shares as of June 1, 1999
<PAGE>
TOLL BROTHERS, INC. AND SUBSIDIARIES
INDEX
Page
No.
PART I. Financial Information
ITEM 1. Financial Statements
Condensed Consolidated Balance Sheets (Unaudited) 1
as of April 30, 1999 and October 31, 1998
Condensed Consolidated Statements of Income (Unaudited) 2
For the Six Months and Three Months Ended
April 30, 1999 and 1998
Condensed Consolidated Statements of Cash Flows 3
(Unaudited)For the Six Months Ended
April 30, 1999 and 1998
Notes to Condensed Consolidated Financial Statements 4
(Unaudited)
ITEM 2. Management's Discussion and Analysis of 8
Financial Condition and Results of Operations
PART II. Other Information 12
SIGNATURES 13
STATEMENT OF FORWARD-LOOKING INFORMATION
Certain information included herein and in other Company statements, reports
and S.E.C. filings is forward-looking within the meaning of the Private
Securities Litigation Reform Act of 1995, including, but not limited to,
statements concerning anticipated operating results, financial resources,
increases in revenues, increased profitability, interest expense, growth and
expansion, ability to acquire land, Year 2000 readiness, and the effect on
the Company if the Company or significant third parties are not Year 2000
compliant. Such forward-looking information involves important risks and
uncertainties that could significantly affect actual results and cause them
to differ materially from expectations expressed herein and in other Company
statements, reports and S.E.C. filings. These risks and uncertainties include
local, regional and national economic conditions, the effects of governmental
regulation, the competitive environment in which the Company operates,
fluctuations in interest rates, changes in home prices, the availability and
cost of land for future growth, the availability of capital, the availability
and cost of labor and materials, and weather conditions.
<PAGE>
<TABLE>
<CAPTION>
<PAGE>
TOLL BROTHERS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in thousands)
(Unaudited)
April 30, October 31,
1999 1998
(Unaudited)
ASSETS
<S> <C> <C>
Cash and cash equivalents $ 101,936 $ 80,143
Residential inventories 1,368,074 1,111,223
Property, construction and office
equipment 16,466 14,425
Receivables, prepaid expenses and
other assets 71,399 41,291
Investments in unconsolidated entities 18,636 6,001
Mortgage notes receivable 1,228 1,385
$1,577,739 $1,254,468
LIABILITIES AND SHAREHOLDERS' EQUITY
Liabilities:
Loans payable $ 241,251 $ 182,292
Subordinated notes 469,377 269,296
Customer deposits on sales
contracts 84,364 69,398
Accounts payable 64,623 58,081
Accrued expenses 108,392 97,449
Collateralized mortgage
obligations payable 1,236 1,384
Income taxes payable 52,380 50,812
Total liabilities 1,021,623 728,712
Shareholders' equity:
Preferred stock
Common stock 366 369
Additional paid-in capital 105,242 106,099
Retained earnings 459,156 421,099
Treasury stock (8,648) (1,811)
Total shareholders' equity 556,116 525,756
$1,577,739 $1,254,468
</TABLE>
See accompanying notes
<PAGE>
<TABLE>
<CAPTION>
TOLL BROTHERS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands, except per share data)
(Unaudited)
Six months Three months
ended April 30 ended April 30
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Revenues:
Housing sales $610,677 $491,447 $339,995 $248,213
Interest and other 4,860 2,891 2,676 1,410
615,537 494,338 342,671 249,623
Costs and expenses:
Land and housing construction 477,225 381,156 266,264 192,306
Selling, general & administrative 58,764 48,517 32,175 24,999
Interest 17,258 14,625 9,511 7,594
553,247 444,298 307,950 224,899
Income before income taxes
and extraordinary loss 62,290 50,040 34,721 24,724
Income taxes 22,772 17,798 12,641 9,037
Income before extraordinary loss 39,518 32,242 22,080 15,687
Extraordinary loss from
extinguishment of debt,
net of income taxes of $857
in 1999 and $655 in 1998 1,461 1,115 1,115
Net income $ 38,057 $ 31,127 $22,080 $ 14,572
Earnings per share:
Basic
Income before extraordinary loss $ 1.07 $ .90 $ .60 $ .42
Extraordinary loss from
extinguishment of debt .04 .03 .03
Net Income $ 1.03 $ .87 $ .60 $ .39
Diluted
Income before extraordinary loss $ 1.05 $ .85 $ .59 $ .41
Extraordinary loss from
extinguishment of debt .04 .03 .03
Net Income $ 1.01 $ .82 $ .59 $ .38
Weighted average number
of shares
Basic 36,840 35,980 36,717 36,976
Diluted 37,686 38,400 37,339 38,673
</TABLE>
See accompanying notes
<PAGE>
<TABLE>
<CAPTION>
TOLL BROTHERS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
(Unaudited)
Six months
ended April 30
1999 1998
<S> <C> <C>
Cash flows from operating activities:
Net income $38,057 $31,127
Adjustments to reconcile net income to net cash
used in operating activities:
Depreciation and amortization 2,385 2,072
Amortization of discount on loans 557 916
Extraordinary loss from extinguishment of debt 2,318 1,770
Deferred tax provision 2,838 3,869
Changes in operating assets and liabilities
net of assets and liabilities acquired:
Increase in residential inventories (207,556)(118,724)
Increase in receivables, prepaid
expenses and other assets (16,553) (13,381)
Increase in customer deposits on sales contracts 13,426 18,770
Increase in accounts payable, accrued
expenses and other liabilities 10,460 7,753
Decrease in current income taxes payable (674) (8,454)
Net cash used in operating activities (154,742) (74,282)
Cash flows from investing activities:
Purchase of property, construction and office
equipment, net (3,385) (1,350)
Acquisition of company, net of cash acquired (11,092)
Investments in unconsolidated entities (12,635) (2,500)
Principal repayments of mortgage notes receivable 157 538
Net cash used in investing activities (26,955) (3,312)
Cash flows from financing activities:
Proceeds from loans payable 167,500 50,000
Principal payments of loans payable (149,063) (67,638)
Net proceeds from the issuance of senior
subordinated notes 267,716
Redemption of subordinated notes (71,359)
Principal payments of collateralized mortgage
obligations (148) (292)
Proceeds from stock options exercised and employee
stock plan purchases 2,064 3,348
Purchase of treasury stock (13,220) (277)
Net cash provided by (used in) by financing activities 203,490 (14,859)
Net increase (decrease) in cash and cash equivalents 21,793 (92,453)
Cash and cash equivalents, beginning of period 80,143 147,575
Cash and cash equivalents, end of period $101,936 $ 55,122
</TABLE>
See accompanying notes
<PAGE>
TOLL BROTHERS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Amounts in thousands)
(Unaudited)
1. Basis of Presentation
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with the rules and regulations of the
Securities and Exchange Commission for interim financial information.
The October 31, 1998 balance sheet amounts and disclosures included
herein have been derived from the October 31, 1998 audited financial
statements of the Registrant. Since the accompanying condensed
consolidated financial statements do not include all the information
and footnotes required by generally accepted accounting principles for
complete financial statements, it is suggested that they be read in
conjunction with the financial statements and notes thereto included
in the Registrant's October 31, 1998 Annual Report on Form 10-K. In
the opinion of management, the accompanying unaudited condensed
consolidated financial statements include all adjustments, which are
of a normal recurring nature, necessary to present fairly the Company's
financial position as of April 30, 1999 and April 30, 1998, the results
of its operations for the six months and three months then ended and
its cash flows for the six months then ended. The results of
operations for such interim periods are not necessarily indicative of
the results to be expected for the full year.
<PAGE>
<TABLE>
<CAPTION>
2. Residential Inventories
Residential inventories consisted of the following:
April 30, October 31,
1999 1998
<S> <S> <S>
Land and land development costs $431,576 $298,948
Construction in progress 810,596 693,971
Sample homes 51,349 47,520
Land deposits and costs of future
development 51,521 50,174
Deferred marketing 23,032 20,610
$1,368,074 $1,111,223
</TABLE>
<TABLE>
<CAPTION>
Construction in progress includes the cost of homes under construction,
land and land development and carrying costs of lots that have been
substantially improved.
The Company capitalizes certain interest costs to inventories during
the development and construction period. Capitalized interest is
charged to interest expense when the related inventories are closed.
Interest incurred, capitalized and expensed is summarized as follows:
Six months Three months
ended April 30 ended April 30
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Interest capitalized,
beginning of period $53,966 $51,687 $56,338 $54,991
Interest incurred 23,468 19,705 13,342 9,352
Interest expensed (17,258) (14,625) (9,511) (7,594)
Write off to cost of sales (31) (18) (24)
Interest capitalized,
end of period $60,145 $56,749 $60,145 $56,749
</TABLE>
3. Extinguishment of Debt
In January 1999, the Company called for redemption on March 15, 1999
of all of its outstanding 9 1/2% Senior Subordinated Notes due 2003 at
102% of principal amount plus accrued interest. The principal amount
outstanding at January 31, 1999 was $69,960,000. The redemption
resulted in an extraordinary loss in the first quarter of fiscal 1999
of $1,461,000, net of $857,000 of income taxes. The loss represents the
redemption premium and a write-off of unamortized deferred issuance
costs.
In December 1997, the Company called for redemption on January 14, 1998
of all of its outstanding 4 3/4% Convertible Senior Subordinated Notes
due 2004 at 102.969% of principal amount plus accrued interest. Prior
to the redemption date, $50.8 million of bonds were converted into
common stock of the Company. The Company redeemed $165,000 of bonds.
<PAGE>
4. Subordinated Notes
In April 1999 and January 1999, the Company issued $100,000,000 of 8%
Senior Subordinated Notes due 2009 and $170,000,000 of 8 1/8% Senior
Subordinated Notes due 2009, respectively. The Company used a portion
of the proceeds from the offerings to redeem all of the Company's 9
1/2% Senior Subordinated Notes due 2003 and to repay bank indebtedness.
The remaining proceeds have or will be used for general corporate
purposes including the acquisition of residential inventory.
<TABLE>
<CAPTION>
5. Earnings per share information: (in thousands)
Information pertaining to the calculation of earnings per share for
the six months and three months ended April 30, 1999 and 1998 is as
follows:
Six months Three months
ended April 30 ended April 30
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Basic Weighted average
shares outstanding (Basic) 36,840 35,980 36,717 36,976
Stock options 846 1,539 622 1,697
Convertible subordinated
notes --- 881 --- ---
Diluted weighted average
shares 37,686 38,400 37,339 38,673
Earnings addback related
to interest on convertible
subordinated notes --- $ 315 --- ---
</TABLE>
6. Stock Repurchase Program
In April 1997, the Company's Board of Directors authorized the
repurchase of up to 3,000,000 shares of its Common Stock, par value
$.01, from time to time, in open market transactions or otherwise, for
the purpose of providing shares for its various employee benefit plans.
As of April 30, 1999, the Company had repurchased 765,000 shares under
the program, and has reissued approximately 344,000 shares to employees
upon exercise of stock options, under the Company's 401(k) and Employee
Stock Purchase Plans, and for payments in the form of Common Stock due
under the Company's Cash Bonus Plan.
7. Acquisition
In March 1999, the Company acquired the homebuilding operations of the
Silverman Companies, a Detroit, Michigan homebuilder and developer of
luxury apartments for cash and the assumption of debt. The Silverman
Companies own or control approximately 1,800 home sites and interests
in over 1,000 existing and prospective apartments. The acquisition of
the Silverman apartment assets is expected to be completed during the
second half of fiscal 1999. The acquisition is expected to be accretive
to earnings in fiscal 1999. The acquisition price is not material to
the financial position of the Company.
<PAGE>
<TABLE>
<CAPTION>
8. Supplemental Disclosure to Statement of Cash Flows
The following are supplemental disclosures to the statements of cash
flow for six months ended April 30, 1999 and 1998:
1999 1998
<S> <C> <C>
Supplemental disclosures of cash flow information:
Interest paid, net of capitalized amount $ 3,667 $ 3,946
Income taxes paid $ 19,750 $ 21,731
Supplemental disclosures of non-cash activities:
Cost of residential inventories acquired
through seller financing $ 7,504 ---
Income tax benefit relating to exercise of
employee stock options $ 506 $ 843
Stock bonus awards $ 2,461 $ 3,564
Contributions to employee retirement plan $ 490
Conversion of subordinated debt $ 50,712
Acquisition of company:
Fair value of assets acquired $ 56,124
Liabilities assumed 45,032
Cash paid $ 11,092
</TABLE>
<TABLE>
<CAPTION>
PART I. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
The following table sets forth, for the periods indicated, certain income
statement items related to the Company's operations as percentages of
total revenues and certain other data:
Six months Three months
ended April 30 ended April 30
1999 1998 1999 1998
<S> <C> <C> <C> <C>
Revenues 100.0% 100.0% 100.0% 100.0%
Costs and expenses:
Land and housing construction 77.5 77.1 77.7 77.0
Selling, general and
administrative 9.6 9.8 9.4 10.0
Interest 2.8 3.0 2.8 3.1
Total costs and expenses 89.9 89.9 89.9 90.1
Income before taxes 10.1% 10.1% 10.1% 9.9%
</TABLE>
Revenues for the six month and three month periods ended April 30, 1999 were
higher than those for the comparable periods of 1998 by approximately $121.2
million, or 25%, and $93.0 million, or 37%, respectively. The increased
revenues in the 1999 periods were primarily attributable to the increase in
the number of homes delivered during the periods which was due to the greater
number of communities from which the Company was delivering homes and the
larger backlog of homes at the beginning of fiscal 1999 and the second
quarter of fiscal 1999 as compared to the beginning of fiscal 1998 and the
second quarter of fiscal 1998, respectively. The revenue increases were also
the result of a 6% increase in the average price per home delivered in both
the six month and three month periods of fiscal 1999 as compared to fiscal
1998. The increase in the average selling price per home delivered in the
1999 periods was the result of the shift in the location of homes delivered
to more expensive areas, changes in product mix to larger homes and increases
in selling prices, offset in part in the three month period by the delivery
of lower priced homes from operations of the Silverman Companies' that were
acquired in March 1999.
The value of new sales contracts signed amounted to $827 million (1,964
homes) and $517 million (1,208 homes) for the six month and three month
periods ended April 30, 1998, respectively. The value of new contracts signed
for the comparable periods of fiscal 1998 were $706 million (1,751 homes) and
$435 million (1,076 homes), respectively. The increase in new contracts
signed in both periods of 1999 was primarily attributable to an increase both
in the number of communities in which the Company was offering homes for sale
and in the number of contracts signed per community.
Orders for new homes are generally the strongest during the Company's second
quarter and consequently the backlog at April 30 is generally at its highest
level in the Company's fiscal year. As of April 30, 1999, the backlog of
homes under contract amounted to $1.080 billion (2,516 homes), approximately
27% higher than the $852 million (2,045 homes) backlog as of April 30, 1998
and approximately 33% higher than the $815 million (1,892 homes) backlog as
of October 31, 1998. The increase in backlog at April 30, 1999 is primarily
attributable to the increases in the new contracts signed, as previously
discussed, which exceeded the homes delivered during the applicable periods.
<PAGE>
Land and housing construction costs as a percentage of revenues increased in
the six month and three month periods of 1999 as compared to 1998. The
increases were the result of the higher percentage of closings from the
Company's newer markets (Arizona, Florida, Nevada, North Carolina and Texas)
in both periods of 1999 as compared to 1998 which have a higher cost as a
percentage of revenues as compared to our more established markets, higher
inventory writeoffs in 1999 periods ($2,437,000 in the six month period and
$1,523,000 in the three month period) as compared to 1998 ($408,000 in the
six month period and $333,000 in the three month period), and, in the three
month period, deliveries from the Silverman operations which have been
experiencing higher costs than the Company's other operations. These cost
increases were partially offset by lower costs as a percentage of revenues
in the Company's more established markets resulting from increased selling
prices and lower overhead costs.
Selling, general and administrative expenses ("SG&A") in the six month and
three month periods ended April 30, 1999 increased over the comparable
periods of 1998 by $10.2 million or 21%, and $7.2 million or 29%,
respectively. The increased spending was primarily attributable to the
increase in the size of the Company's operations in the 1999 periods as
compared to the same periods of 1998. As a percentage of revenues, SG&A
declined.
Interest expense is determined on a specific home-by-home basis and will vary
depending on many factors including the period of time that the land under
the home was owned, the length of time that the home was under construction,
and the interest rates and the amount of debt carried by the Company in
proportion to the amount of its inventory during those periods. As a
percentage of revenues, interest expense was lower in the six month and three
month periods of 1999 as compared to 1998.
Income Taxes
The Company's estimated combined state and federal tax rate before providing
for the effect of permanent book-tax differences ("Base Rate") was 37% in
1999 and 1998. The primary differences between the Company's Base Rate and
effective tax rate were tax free income in both periods of 1999 and 1998 and,
in the first quarter of 1998, an adjustment due to the recomputation of the
Company's deferred tax liability resulting from the change in the Company's
effective tax rate.
EXTRAORDINARY LOSS FROM EXTINGUISHMENT OF DEBT
In January 1999, the Company called for redemption on March 15, 1999 of all
of its outstanding 9 1/2% Senior Subordinated Notes due 2003 at 102% of
principal amount plus accrued interest. The redemption resulted in the
recognition of an extraordinary loss in the first quarter of fiscal 1999 of
$1,461,000, net of $857,000 of income taxes. The loss represents the
redemption premium and a write-off of unamortized deferred issuance costs.
In February 1998, the Company entered into a new five year, $355 million bank
credit facility (subsequently increased to $415 million). In connection
therewith, the Company repaid $62 million of fixed rate long-term bank loans.
The Company recognized an extraordinary charge in the second quarter of 1998
of $1.1 million, net of $655,000 of income taxes, related to the retirement
of its previous revolving credit agreement and prepayment of the term loans.
<PAGE>
CAPITAL RESOURCES AND LIQUIDITY
Funding for the Company's residential development activities has been
principally provided by cash flows from homebuilding operations, unsecured
bank borrowings and the public debt and equity markets.
The Company has a $415 million unsecured revolving credit facility with
fourteen banks which extends through February 2003. As of April 30, 1999, the
Company had $100 million of loans and approximately $48.2 million of letters
of credit outstanding under the facility.
In April 1999 and January 1999, the Company issued $100,000,000 of 8% Senior
Subordinated Notes due 2009 and $170,000,000 of 8 1/8% Senior Subordinated
Notes due 2009, respectively. The remaining proceeds have or will be used for
general corporate purposes including the acquisition of residential
inventories. The Company used a portion of the proceeds from the offerings
to redeem all of its 9 1/2% Senior Subordinated Notes due 2003 and to repay
bank indebtedness.
YEAR 2000 READINESS DISCLOSURE
The Company has assessed and is continuing to assess its operating systems,
computer software applications, computer equipment and other equipment with
embedded electronic circuits ("Programs") that it currently uses to identify
whether they are Year 2000 compliant and, if not, what steps are needed to
bring them into compliance. The Company believes that almost all Programs are
Year 2000 compliant. For those Programs that are not compliant the Company
is reviewing the potential impact on the Company and the alternatives that
are available to it if the Programs cannot be brought into compliance by
December 31, 1999. The Company believes that the required changes to its
Programs will be made on a timely basis without causing material operational
issues or having a material impact on its results of operations or its
financial position.
The Company believes that its core business of homebuilding is not heavily
dependent on the Year 2000 compliance of its Programs and that, should a
reasonably likely worst case Year 2000 situation occur, the Company, because
of the basic nature of its systems, would not likely suffer material loss or
disruption in remedying the situation.
The costs incurred and expected to be incurred in the future regarding Year
2000 compliance have been and are expected to be immaterial to the results
of operation and financial position of the Company. Costs related to Year
2000 compliance are expensed.
The Company has been reviewing whether its significant subcontractors,
suppliers, financial institutions and other service providers ("Providers")
are Year 2000 compliant. The Company is not aware of any Providers that do
not expect to be compliant; however, the Company has no means of ensuring
that its Providers will be Year 2000 ready. The inability of Providers to be
Year 2000 ready in a timely fashion could have an adverse impact on the
Company. The Company plans to respond to any such contingency involving any
of its Providers by seeking to utilize alternative sources for such goods and
services, where practicable. In addition, widespread disruptions in the
national or international economy, including, for example, disruptions
affecting financial markets, commercial and investment banks, governmental
agencies and utility services, such as heat, lights, power and telephones,
could also have an adverse impact on the Company. The likelihood and effects
of such disruptions are not determinable at this time.
<PAGE>
<TABLE>
<CAPTION>
HOUSING DATA
Six Months Three Months
Ended April 30 Ended April 30
1999 1998 1999 1998
<S> <C> <C> <C> <C>
# of homes closed 1,531 1,310 857 665
Sales value of homes
closed (in thous.) $610,677 $491,447 $339,995 $248,213
# of homes contracted 1,964 1,751 1,208 1,076
Sales value of homes
contracted (in thous.) $826,583 $705,873 $517,303 $435,453
Average number of
selling communities 135 121 143 132
April 30, April 30, Oct. 31, Oct. 31,
1999 1998 1998 1997
# of homes in backlog 2,516 2,045 1,892 1,551
Sales value of homes in
backlog (in thous.) $1,080,156 $852,337 $814,714 $627,220
</TABLE>
<PAGE>
PART II. Other Information
ITEM 1. Legal Proceedings
None.
ITEM 2. Changes in Securities and Use of Proceeds
None.
ITEM 3. Defaults upon Senior Securities
None.
ITEM 4. Submission of Matters to a Vote of Security Holders
(a) The Company's 1999 Annual Meeting of Shareholders was
held on March 4, 1999.
(b) Not required.
(c) The following proposals were submitted to a vote of
shareholders and were approved by the affirmative vote of
a majority of the shares of common stock of the Company
that were present in person or by proxy, as indicated
below.
(I) The election of three directors to hold office until
the 2002 Annual Meeting of Shareholders.
NOMINEES FOR AUTHORITY
Robert I. Toll 32,788,821 1,247,392
Bruce E. Toll 32,789,113 1,247,100
Joel H. Rassman 32,793,451 1,242,762
(ii) The approval of the proposed amendment to the Toll
Brothers, Inc. Cash Bonus Plan.
FOR AGAINST ABSTAIN
33,130,909 842,782 59,613
(iii)The approval of Ernst & Young LLP as the Company's
independent auditors for the 1998 fiscal year.
BROKER
FOR AGAINST ABSTAIN NON-VOTES
33,998,394 19,726 18,293 O
ITEM 5. Other Information
None.
<PAGE>
ITEM 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 27 Financial Data Schedule
(b) Reports on Form 8-K
Report on Form 8-K dated as of April 13, 1999 pertaining
to Terms Agreement and Authorizing Resolutions relating to
the issuance of $100,000,000 of the Company's 8% Senior
Subordinated Notes due 2009.
<PAGE>
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.
TOLL BROTHERS, INC.
(Registrant)
Date: June 10, 1999 By: /s/ Joel H. Rassman
Joel H. Rassman
Senior Vice President,
Treasurer and Chief Financial Officer
Date: June 10, 1999 By: /s/ Joseph R. Sicree
Joseph R. Sicree
Vice President -
Chief Accounting Officer
(Principal Accounting Officer)
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 5
<CIK> 0000794170
<NAME> TOLL BROTHERS, INC.
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-31-1999
<PERIOD-END> APR-30-1999
<CASH> 101,936
<SECURITIES> 0
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 1,368,074
<CURRENT-ASSETS> 0
<PP&E> 39,989
<DEPRECIATION> 23,523
<TOTAL-ASSETS> 1,577,739
<CURRENT-LIABILITIES> 0
<BONDS> 469,377
<COMMON> 366
0
0
<OTHER-SE> 555,750
<TOTAL-LIABILITY-AND-EQUITY> 1,577,739
<SALES> 610,677
<TOTAL-REVENUES> 615,537
<CGS> 477,225
<TOTAL-COSTS> 535,989
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 17,258
<INCOME-PRETAX> 62,290
<INCOME-TAX> 22,772
<INCOME-CONTINUING> 39,518
<DISCONTINUED> 0
<EXTRAORDINARY> (1,461)
<CHANGES> 0
<NET-INCOME> 38,057
<EPS-BASIC> 1.03
<EPS-DILUTED> 1.01
</TABLE>