SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 4, 1996
Champion Enterprises, Inc.
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(Exact name of registrant as specified in its charter)
Michigan
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(State or other jurisdiction of incorporation)
1-9751 38-2743168
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(Commission File Number) (IRS Employer Identification No.)
2701 University Drive, Suite 320, Auburn Hills, Michigan 48326
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (810)340-9090
Item 5. Other Events.
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On April 4, 1996 Champion Enterprises, Inc. (the
"Registrant") announced that it had purchased the assets and
assumed certain liabilities of Grand Manor, Inc. In addition,
the Registrant announced that it had entered into a definitive
agreement to purchase the stock of Homes of Legend, Inc. and the
assets of Legend Realty, Inc. in related transactions. The
combined purchase price for these transactions is approximately
$33 million, which will be financed from available cash and bank
borrowings under the Registrant's revolving credit facility.
Consummation of the Homes of Legend and Legend Realty, Inc.
transactions is subject to certain conditions, including
completion of due diligence and governmental clearance in
accordance with the Hart-Scott-Rodino Act, and closing is
expected within 60 days after April 4, 1996. The press release
announcing these acquisitions is attached hereto as Exhibit 99.1.
Item 7. Financial Statements and Exhibits.
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Exhibit
Number
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99.1 Press Release issued April 4, 1996
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed
on its behalf by the undersigned hereunto duly authorized.
CHAMPION ENTERPRISES, INC.
/S/ A. JACQUELINE DOUT
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A. Jacqueline Dout
Executive Vice President
and Chief Financial Officer
April 11, 1996
INDEX TO EXHIBITS
Exhibit No. Description
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99.1 Press Release issued April 4, 1996
CHAMPION ENTERPRISES ACQUIRES COMPANIES IN KEY SOUTHEAST MARKETS
Acquisitions should add 14 cents to 1996 earnings per share
Auburn Hills, Mich., April 4, 1996 -- Champion Enterprises, Inc.
(NYSE:CHB) today announced its purchase of the assets and
assumption of certain liabilities of Grand Manor, Inc., a
southern Georgia-based manufactured housing company. In
addition, a definitive agreement to purchase the stock of Homes
of Legend, Inc. and assets of Legend Realty, Inc. (a related
party), based in Alabama, was signed. Consummation of the Homes
of Legend transactions is subject to certain conditions,
including the completion of due diligence and government
clearance in accordance with the Hart-Scott-Rodino Act. The
Homes of Legend transactions are expected to close within 60
days.
The acquisitions will strengthen Champion's presence in key
Southeastern states, such as Alabama, Georgia and Florida. These
three states were among the top ten fastest growing states in
manufactured housing for 1995, according to the Manufactured
Housing Institute, an industry trade association.
The cost of these transactions is approximately $33 million.
The cash portion of the transaction value to be paid in 1996 is
approximately $18.5 million. The balance, which is mostly
contingent on reaching certain profit targets, will be paid over
the next three years. These transactions will be financed
through available cash and Champion's revolving credit facility.
On a pro-forma basis, the acquired companies would have added
sales of $91 million, earnings before interest and taxes of $6.2
million and an additional 4,500 units to Champion's 1995 results.
Walter R. Young, Jr., chairman, president and chief
executive officer of Champion Enterprises, said, "These
acquisitions expand our market coverage in some of the highest
growth markets in the country. We believe Grand Manor and Homes
of Legend will further enhance Champion's earnings growth
opportunities with the addition of new lines of high quality
homes in these important markets."
Homes of Legend is a privately-held company with three
plants located in Boaz, Alabama. The company serves the
Southeastern market including Alabama, Louisiana, Mississippi,
Arkansas, Tennessee, Missouri, Georgia, Florida and Kentucky.
Wayne Sims, Homes of Legend founder and president, said,
"Champion's management style and financial track record fit
particularly well with our company. We're delighted to be
associated with such a fine organization."
The company was founded in May 1992 and builds a low- to
mid-end product line consisting of 80 percent single-section and
20 percent multi-section homes. It has 125 independent dealer
locations in nine southeastern states.
Grand Manor is a privately-held company based in
Thomasville, Ga., approximately 30 miles northeast of
Tallahassee, Florida. Grand Manor expects to open a second
facility in the Thomasville area by late 1996.
"We are very impressed with Champion Enterprises, and are
excited about joining its team," said Marcy Sullivan, president
of Grand Manor, Inc. "We now have the resources needed for our
new plant to expand in the high-demand, single-section home
market. Grand Manor's products will complement Champion's
impressive line of customized homes, and together we will expand
our presence in Georgia and Florida."
Grand Manor, founded in 1992, builds mid-end, multi-sectional
manufactured homes. All of the production from its
77,000 square-ft. manufactured housing plant is multi-section
homes. Its approximately 75 independent dealers operate in
Georgia, Florida, Alabama, Mississippi and South Carolina.
"Homes of Legend and Grand Manor already have strong market
acceptance and are quite profitable," Young said. "We will
encourage their management to continue to implement the
strategies that have contributed to their outstanding growth.
Assuming timely completion of the acquisition, a continuing
strong economy and growing industry, the two organizations should
contribute approximately 14 cents to Champion's 1996 earnings per
share."
Champion Enterprises, Inc., headquartered in Auburn Hills,
Mich., is one of the fastest growing companies in the
manufactured housing industry. Its 1995 net sales were $798
million, with pre-tax income from continuing operations of $53
million and earnings per share of $2.02. Manufactured housing
accounts for about 93 percent of company revenues, and its
principal subsidiaries include Champion Home Builders Co.;
Moduline International, Inc.; Dutch Housing, Inc.; Chandeleur
Homes, Inc. and Crest Ridge Homes, Inc. Its commercial vehicle
business, Champion Motor Coach, Inc., is the nation's second-
largest producer of mid-size buses.
