<PAGE>
FORM 10-Q
SECURITIES AND 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 March 31, 1998
OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from N/A to
----------- -----------
Commission file number 1-10959
STANDARD PACIFIC CORP.
(Exact name of registrant as specified in its charter)
Delaware 33-0475989
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1565 W. MacArthur Blvd., Costa Mesa, CA 92626
(Address of principal executive offices) (Zip Code)
(Registrant's telephone number, including area code) (714) 668-4300
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 [_].
APPLICABLE ONLY TO CORPORATE ISSUERS
Registrant's shares of common stock outstanding at May 6, 1998: 29,723,781
<PAGE>
STANDARD PACIFIC CORP. AND SUBSIDIARIES
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1998
The consolidated condensed financial statements included herein have been
prepared by the Company, without audit, pursuant to the rules and regulations of
the Securities and Exchange Commission. Certain information normally included in
the financial statements prepared in accordance with generally accepted
accounting principles has been omitted pursuant to such rules and regulations,
although the Company believes that the disclosures are adequate to make the
information presented not misleading. The financial statements should be read in
conjunction with the financial statements and notes thereto included in the
Company's Annual Report on Form 10-K for the year ended December 31, 1997.
<PAGE>
STANDARD PACIFIC CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
---------------------------
1998 1997
------------ ------------
<S> <C> <C>
Revenues $ 96,911 $ 111,303
Cost of sales 79,917 95,645
----------- -----------
Gross margin 16,994 15,658
----------- -----------
Selling, general and administrative expenses 9,167 9,775
Income from unconsolidated joint ventures 951 530
Interest expense 272 1,473
Amortization of excess of cost over net assets
acquired 245 -
Other income 64 206
----------- -----------
Income from continuing operations before income
taxes 8,325 5,146
Provision for income taxes (3,492) (2,113)
----------- -----------
Income from continuing operations 4,833 3,033
Income (loss) from discontinued operations, net
of income taxes of $15 and $(338), respectively (65) 484
----------- -----------
Net income $ 4,768 $ 3,517
=========== ===========
Basic Net Income Per Share:
Income from continuing operations $ 0.16 $ 0.10
Income (loss) from discontinued operations (0.00) 0.02
----------- -----------
Net Income Per Share $ 0.16 $ 0.12
=========== ===========
Weighted average common shares outstanding 29,690,809 29,521,848
=========== ===========
Diluted Net Income Per Share:
Income from continuing operations $ 0.16 $ 0.10
Income (loss) from discontinued operations (0.00) 0.02
----------- -----------
Net Income Per Share $ 0.16 $ 0.12
=========== ===========
Weighted average common and diluted shares
outstanding 30,161,837 29,705,032
=========== ===========
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
statements.
<PAGE>
STANDARD PACIFIC CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in thousands, except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
--------- ------------
ASSETS
<S> <C> <C>
Cash and equivalents $ 19,347 $ 8,381
Mortgage notes receivable and accrued interest 21,886 12,095
Other notes and accounts receivable, net 6,158 11,686
Inventories:
Real estate in process of development and completed model homes 492,856 448,951
Real estate held for sale 2,904 2,897
Property and equipment, net of accumulated depreciation
and amortization of $3,828 and $3,570, respectively 2,541 2,515
Investments in and advances to unconsolidated joint ventures 30,860 26,217
Deferred income taxes 11,986 12,136
Other assets 9,300 7,455
Excess of cost over net assets acquired, net 6,361 6,605
-------- --------
Total assets of continuing operations 604,199 538,938
-------- --------
Net assets of discontinued operations 8,181 8,727
-------- --------
Total Assets $612,380 $547,665
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities:
Accounts payable and accrued expenses $ 49,509 $ 49,582
Unsecured notes payable - 19,000
Trust deed notes payable 17,151 17,174
10 1/2% senior notes due 2000 58,800 78,800
8 1/2% senior notes due 2007, net 99,342 99,331
8% senior notes due 2008, net 99,329 -
-------- --------
Total liabilities 324,131 263,887
-------- --------
Stockholders' Equity:
Preferred stock, $.01 par value; 10,000,000 shares authorized;
none issued - -
Common stock, $.01 par value; 100,000,000 shares authorized;
29,723,781 and 29,637,281 shares outstanding, respectively 297 296
Paid-in capital 284,414 283,525
Retained earnings (deficit) 3,538 (43)
-------- --------
Total stockholders' equity 288,249 283,778
-------- --------
Total Liabilities and Stockholders' Equity $612,380 $547,665
======== ========
</TABLE>
The accompanying notes are an integral part of these consolidated condensed
balance sheets.
<PAGE>
STANDARD PACIFIC CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1998 1997
------------ ------------
<S> <C> <C>
Cash Flows From Operating Activities:
Net income $ 4,768 $ 3,517
Adjustments to reconcile net income to net cash provided by
(used in) operating activities of continuing operations:
Discontinued operations 65 (484)
Depreciation and amortization 193 108
Amortization of excess of cost over net assets acquired 245 -
Changes in cash and equivalents due to:
Inventories (54,157) (5,003)
Receivables and accrued interest 4,903 174
Investments in and advances to unconsolidated joint ventures (4,643) (1,530)
Accounts payable and accrued expenses 64 873
Deferred income taxes 631 -
Other, net 154 1,539
-------- --------
Net cash provided by (used in) operating activities by continuing
operations (47,777) (806)
-------- --------
Cash Flows From Investing Activities:
Net additions to property and equipment (219) (86)
Sales (purchases) of investment securities - (790)
Proceeds from the sale of discontinued operations 1,087 -
-------- --------
Net cash provided by (used in) investing activities 868 (876)
-------- --------
Cash Flows From Financing Activities:
Net proceeds from (payments on) bank credit facility (19,000) 25,500
Net proceeds from the issuance of 8% senior notes 97,571 -
Principal payments on senior notes and trust deed notes payable (20,012) (21,523)
Dividends paid (1,187) (886)
Repurchase of common shares - (1,946)
Proceeds from the exercise of stock options 503 102
-------- --------
Net cash provided by (used in) financing activities 57,875 1,247
-------- --------
Net cash provided by (used in) discontinued operations (23,421) 1,756
-------- --------
Net increase (decrease) in cash and equivalents (12,455) 1,321
Cash and equivalents at beginning of period 53,337 16,233
-------- --------
Cash and equivalents at end of period $ 40,882 $ 17,554
======== ========
Summary of Cash Balances:
Continuing operations $ 19,347 $ 4,816
Discontinued operations 21,535 12,738
-------- --------
$ 40,882 $ 17,554
======== ========
</TABLE>
The accompanying notes are an integral part of
these consolidated condensed statements.
<PAGE>
STANDARD PACIFIC CORP. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1998 1997
------------ ------------
<S> <C> <C>
Supplemental Disclosures of Cash Flow Information:
Interest - continuing operations $ 5,997 $3,705
Income taxes 1,200 36
Supplemental Disclosures of Noncash Activities:
Trust deed note receivable received in connection with the sale
of land $10,253 $ -
Expenses capitalized in connection with the issuance of the 8%
senior notes due 2008 2,000 -
Income tax benefit credited in connection with shares of
common stock issued pursuant to stock options exercised 387 24
</TABLE>
The accompanying notes are an integral part of
these consolidated condensed statements.
<PAGE>
STANDARD PACIFIC CORP. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1998
(Dollar amounts presented in tables are in thousands, except per share amounts)
1. Basis of Presentation
---------------------
In the opinion of management, the financial statements reflect all adjustments
(which include only normal recurring adjustments) necessary to present fairly
the financial position as of March 31, 1998 and December 31, 1997, and the
results of operations and cash flows for the periods shown.
2. Capitalization of Interest
--------------------------
The following is a summary of interest capitalized and expensed related to real
estate inventories for the three month periods ended March 31, 1998 and 1997:
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1998 1997
------------ ------------
<S> <C> <C>
Total interest incurred during the period $ 6,178 $ 4,013
Less: Interest capitalized as a cost of
real estate under development 5,906 2,540
------- -------
Interest expense $ 272 $ 1,473
======= =======
Interest previously capitalized as a cost of
real estate under development, included in
cost of sales $ 3,867 $ 4,484
======= =======
Capitalized interest in ending inventories $15,751 $23,198
======= =======
</TABLE>
3. Recent Accounting Pronouncements
--------------------------------
Effective January 1, 1998, the Company adopted Statement of Financial Accounting
Standards No. 130 "Reporting Comprehensive Income" which had no impact on the
Company's results of operations. In addition, the Company is required to adopt
Statement of Financial Accounting Standards No. 131 "Disclosures about Segments
of an Enterprise and Related Information" (FAS 131) by the year ended December
31, 1998. The Company believes the adoption of FAS 131 will not have a material
impact on its consolidated financial statements.
4. Reclassifications
-----------------
Certain reclassifications have been made to the 1997 financial information to
conform with current period presentation.
<PAGE>
5. Net Income Per Share
--------------------
Effective December 31, 1997 the Company adopted Statement of Financial
Accounting Standards No. 128 "Earnings per Share" (FAS 128). This statement
requires the presentation of both basic and diluted net income per share for
financial statement purposes. Basic net income per share is computed by
dividing income available to common stockholders by the weighted average number
of common shares outstanding. Diluted net income per share includes the effect
of the potential shares outstanding, including dilutive stock options using the
treasury stock method. The table following reconciles the components of the
basic net income per share calculation to diluted net income per share.
<TABLE>
<CAPTION>
For the Three Months Ended March 31,
---------------------------------------------------------
1998 1997
--------------------------- ---------------------------
Income Shares EPS Income Shares EPS
------ ---------- ----- ------ ---------- -----
<S> <C> <C> <C> <C> <C> <C>
Basic Net Income Per Share:
Income available to common
stockholders before
discontinued operations $4,833 29,690,809 $0.16 $3,033 29,521,848 $0.10
Effect of Dilutive Securities:
Stock options - 471,028 - 183,184
------ ---------- ------ ----------
Diluted Net Income Per Share: $4,833 30,161,837 $0.16 $3,033 29,705,032 $0.10
====== ========== ===== ====== ========== =====
</TABLE>
6. Discontinued Operations
-----------------------
In May 1997, the Company's Board of Directors adopted a plan of disposition (the
"Plan") for the Company's savings and loan subsidiary ("Savings"). Pursuant to
the Plan, the Company sold substantially all of Savings' mortgage loan portfolio
in June 1997. The proceeds from the sale of the mortgages were used to pay off
substantially all of the outstanding balances of Federal Home Loan Bank advances
with the remaining amount temporarily invested until the savings deposits are
sold along with Savings' remaining assets. In June 1997, the Company also
entered into a definitive agreement to sell the remainder of Savings' business,
including Savings' charter. The definitive agreement was subject to a number of
conditions including approval of the transaction by the Office of Thrift
Supervision ("OTS"). As a result of the failure of the OTS to approve the
transaction prior to the definitive agreement's termination date, the definitive
agreement terminated on January 31, 1998. The Company plans to continue
pursuing a disposition strategy with respect to Savings and, therefore, Savings
has been accounted for as a discontinued operation and the results of its
operations have been segregated in the accompanying consolidated condensed
financial statements. Management currently estimates that both the disposition
of Savings under the Plan and the operating results of Savings for the period
through the disposition will not result in a significant gain or loss to the
Company.
Additionally, the discontinued operations in 1997 includes the Company's
former office furniture subsidiary, Panel Concepts, Inc. ("Panel"), which was
sold in December 1997. The assets and liabilities of Savings and Panel have
been classified in the accompanying consolidated condensed balance sheets as
"Net assets of discontinued operations" for the respective periods presented.
Interest income and product sales from these discontinued operations aggregated
$874,000 and $9,866,000 for the three months ended March 31, 1998 and 1997,
respectively.
-2-
<PAGE>
The components of net assets of discontinued operations included in the
accompanying consolidated condensed balance sheets as of March 31, 1998 and
December 31, 1997 are as follows:
<TABLE>
<CAPTION>
March 31, December 31,
1998 1997
--------- ------------
(Dollars in thousands)
<S> <C> <C>
Assets:
Cash and equivalents $21,535 $44,956
Investment securities available for sale 25,118 22,559
Mortgage notes receivable and accrued interest, net 246 317
Property and equipment, net of accumulated depreciation
and amortization of $518 and $598, respectively 86 98
Deferred income taxes - 1,273
Investment in FHLB stock 8,590 8,465
Other assets 126 108
------- -------
Total assets--discontinued operations $55,701 $77,776
------- -------
Liabilities:
Savings accounts $41,057 $50,230
FHLB advances 5,000 18,000
Accounts payable and accrued expenses 658 819
Deferred income taxes 805 -
------- -------
Total liabilities--discontinued operations 47,520 69,049
------- -------
Net assets of discontinued operations $ 8,181 $ 8,727
======= =======
</TABLE>
-3-
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
- ---------------------
A comparative summary of homebuilding operating results for the three month
periods ended March 31, 1998 and 1997 is as follows (dollar amounts in
thousands):
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1998 1997
------------ ------------
<S> <C> <C>
Revenues $96,911 $111,303
Cost of sales 79,917 95,645
------- --------
Gross margin 16,994 15,658
------- --------
Gross margin percentage 17.5% 14.1%
------- --------
Selling, general and administrative expenses 9,167 9,775
Income from unconsolidated joint ventures 951 530
Interest expense 272 1,473
Amortization of excess of cost over net assets
acquired 245 -
Other income 64 206
------- --------
Income from continuing operations before
income taxes $ 8,325 $ 5,146
======= ========
</TABLE>
A summary of key homebuilding operating data for the three month periods ended
and as of March 31, 1998 and 1997 is as follows (dollar amounts in thousands,
except average selling prices):
<TABLE>
<CAPTION>
Three Months Ended March 31,
----------------------------
1998 1997
------------ ------------
<S> <C> <C>
New Homes Delivered:
Southern California 146 177
Northern California 80 120
-------- --------
Total California 226 297
-------- --------
Dallas/Austin 44 42
Houston 34 38
-------- --------
Total Texas 78 80
-------- --------
Total consolidated 304 377
Joint ventures (California) 19 16
-------- --------
Total 323 393
======== ========
Average Selling Price:
California deliveries (excluding joint ventures) $347,709 $322,993
Texas deliveries $211,943 $185,108
Combined (excluding joint ventures) $312,874 $293,734
Combined (including joint ventures) $313,841 $291,921
Net New Orders:
Southern California 415 293
Northern California 170 238
-------- --------
Total California 585 531
-------- --------
Dallas/Austin 76 51
Houston 37 61
-------- --------
Total Texas 113 112
-------- --------
Total consolidated 698 643
Joint ventures (California) 7 18
-------- --------
Total 705 661
======== ========
</TABLE>
-4-
<PAGE>
<TABLE>
<CAPTION>
As of March 31,
-----------------------
1998 1997
---------- ----------
<S> <C> <C>
Backlog (in units):
Southern California 539 313
Northern California 241 290
-------- --------
Total California 780 603
-------- --------
Dallas/Austin 98 71
Houston 55 53
-------- --------
Total Texas 153 124
-------- --------
Total consolidated 933 727
Joint ventures (California) 15 26
-------- --------
Total backlog (in units) 948 753
======== ========
Backlog at quarter end (in dollars) $335,893 $240,611
======== ========
Active Selling Communities at Quarter End:
California 29 31
Texas 20 18
Joint ventures (California) 3 4
-------- --------
Total 52 53
======== ========
Building sites owned or controlled 10,387 6,700
======== ========
</TABLE>
Income from continuing operations for the quarter ended March 31, 1998 increased
59.3 percent to $4,833,000, or $0.16 per diluted share, compared to $3,033,000,
or $0.10 per diluted share, for the year earlier period. The strong increase in
earnings was fueled by the continued improvement in the Company's California
homebuilding gross margins coupled with an increase in the average home sales
price.
The Company delivered 323 new homes for the first quarter ended 1998 (including
19 homes delivered by the Company's unconsolidated joint venture) at an average
sales price of $313,841, compared to 393 for the year earlier period (including
16 homes delivered by the Company's unconsolidated joint ventures) at an average
selling price of $291,921.
Although housing unit deliveries were down 19.3 percent from the prior year
first quarter, housing revenues decreased by only 12.9 percent to $96.9 million
from the year earlier period. The reduction in revenues from the prior year
first quarter was the result of $21.4 million attributable to a decrease in the
number of new homes delivered, which was partially offset by $5.8 million due to
a 6.5 percent increase in the average selling price of new homes. The jump in
the average home price was due to the delivery of larger, more expensive homes
resulting from the exceptionally strong move-up home market in California. The
decline in home deliveries for the first quarter was due, in part, to the
anticipated reduction in the number of new homes available for delivery coupled
with the impact of the well-publicized El Nino weather patterns in California,
which delayed the delivery of homes in certain projects.
Cost of sales decreased by $15.7 million, or 16.4 percent, from the prior year
period, of which $18.4 million was due to the reduction in the number of new
homes delivered, which was partially offset by a $1.6 million increase
attributable to the higher cost of new homes. The increase in the average cost
of new homes delivered in the 1998 first quarter was primarily due to the
changing product mix to higher-priced homes.
-5-
<PAGE>
The 340 basis point increase in the gross margin percentage from 14.1 percent to
17.5 percent for the first quarter reflects the continued strength of the
California housing market.
Selling, general and administrative expenses increased as a percentage of
revenues from 8.8 percent in the year earlier quarter to 9.5 percent for the
1998 first quarter primarily as a result of the decrease in revenues. Certain
general and administrative expenses are fixed in nature and do not decline with
revenues. Additionally, performance based compensation increased in the first
quarter of 1998 due to the higher level of profitability.
Income from unconsolidated joint ventures rose to $951,000 from $530,000 as a
result of a slight increase in new home deliveries as well as an increase in the
gross margin percentage.
Interest expense for the 1998 first quarter decreased from approximately $1.5
million to $272,000 as a result of capitalizing more interest to inventory. The
increase in the amount of interest capitalized was due primarily to more
projects under development as compared to the prior year period.
Amortization of excess of cost over net assets acquired relates to the
acquisition of Duc Development Company, a privately held northern California
homebuilder, on September 30, 1997. The excess of cost over net assets acquired
is being amortized over a seven-year period.
The Company generated a record number of first quarter net new home orders
which, at 705, represents a 6.7 percent increase over the prior year period and
the highest level for any quarter in the Company's history. The Company's
southern California operations experienced positive order trends during the 1998
first quarter, where net new home orders were up 35.7 percent over the year
earlier period. In addition, the Company is anticipating opening approximately
35 new model home complexes this year throughout California, which should
increase the number of active selling communities and the number of new homes
available for sale in 1998 compared to 1997. Most of these new communities are
expected to come on line during the second and third quarter of 1998 with
deliveries expected in the latter part of the year. The Company enters the
second quarter with a backlog of 948 presold homes, which represents $335.9
million in revenues, up 39.6 percent over the prior year period.
Net income for the 1998 first quarter including discontinued operations was
$4,768,000, or $0.16 per diluted share, compared to $3,517,000, or $0.12 per
diluted share, in the year earlier period. The discontinued operations in 1998
reflect the Company's savings and loan subsidiary, which is pending disposition
pursuant to management's plan to exit the thrift business. The discontinued
operations in 1997 include the Company's thrift subsidiary as well as its former
office furniture subsidiary, which was sold at the end of 1997.
Liquidity and Capital Resources
- -------------------------------
The Company's principal uses of cash have been for operating expenses, land
acquisitions, construction expenditures, market expansion, principal and
interest payments on debt and dividends to shareholders. Cash requirements were
provided from internally generated funds and outside borrowings, including a
bank revolving credit facility and note offerings. Management believes that
these sources of cash, including capital available through the public debt and
equity markets, are sufficient to finance its current working capital
requirements and other needs.
-6-
<PAGE>
In February 1998, the Company issued $100 million of 8% Senior Notes due
February 15, 2008 (the "8% Senior Notes"). The 8% Senior Notes were issued at a
discount to yield approximately 8.1 percent. These notes are senior unsecured
obligations of the Company and rank pari passu with the Company's other existing
senior unsecured indebtedness. The 8% Senior Notes contain restrictive covenants
which, among other things, impose certain limitations on the ability of the
Company to (i) incur additional indebtedness, (ii) create liens, (iii) make
restricted payments, as defined, and (iv) sell assets. The 8% Senior Notes are
redeemable at the option of the Company, in whole or in part, commencing
February 15, 2003 at 104 percent of par, with the call price reducing ratably to
par on February 15, 2006. Net proceeds to the Company after offering expenses
were approximately $97.3 million. Approximately $54.3 million of the net
proceeds were used to repay the indebtedness outstanding under the revolving
credit facility on the date of closing (February 10, 1998), with the balance of
the net proceeds used (i) to fund the $20 million sinking fund payment on March
1, 1998 on the Company's 10 1/2% Senior Notes, (ii) to repay an approximately
$11.2 million trust deed note payable in April of 1998 and (iii) for general
corporate purposes.
The Company had no borrowings outstanding under its unsecured revolving credit
facility at March 31, 1998 versus $19.0 million at December 31, 1997.
The Company made its second $20 million sinking fund payment on its 10 1/2%
Senior Notes on March 1, 1998. As of March 31, 1998, there was $58.8 million
outstanding of the 10 1/2% Senior Notes.
To finance land purchases, the Company may utilize, among its other sources,
purchase money mortgage financing of which approximately $17.2 million was
outstanding for this purpose as of both March 31, 1998 and December 31, 1997.
The Company did not repurchase any shares of its common stock during the 1998
first quarter related to the previously announced common stock repurchase
program. However, since the inception of the Company's stock buyback plan the
Company has repurchased an aggregate of 1,285,750 shares of its common stock for
approximately $8.3 million, leaving a balance of approximately $11.7 million
available under the repurchase program.
On April 28, 1998, the Company's Board of Directors declared a quarterly cash
dividend of $.04 per share of common stock. The dividend will be payable on May
28, 1998 to shareholders of record on May 14, 1998.
During the quarter ended March 31, 1998, the Company issued 86,500 shares of
common stock pursuant to the exercise of stock options for aggregate proceeds of
approximately $503,000.
-7-
<PAGE>
STATEMENT REGARDING FORWARD LOOKING DISCLOSURE
The foregoing "Management's Discussion and Analysis of Financial Condition and
Results of Operations" contains "forward looking statements" within the meaning
of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, which represent the Company's
expectations or beliefs concerning future events, including, but not limited to,
statements regarding the following: the expected opening of 35 new model home
complexes this year throughout California; the expected increase in the number
of communities available for sale and the timing of when they are anticipated to
be opened; the homebuilding segment's backlog of homes; the sufficiency of the
Company's cash provided by internally generated funds, outside borrowings and
capital available through public debt and equity markets; the availability of
capital in the public debt and equity markets; and the expected gain or loss
resulting from the operation of Savings prior to sale and from the sale of
Savings. The Company cautions that these statements are further qualified by
important factors that could cause actual results to differ materially from
those in the forward looking statements, including, without limitation, the
following: change in the demand for new homes attributable to the cyclical and
competitive nature of the homebuilding business; changes in general economic
conditions; adverse local market conditions; existing and changing governmental
regulations, including regulations concerning environmental matters and the
permitting process for home construction; increases in prevailing interest
rates; the availability of construction financing and home mortgage financing
attractive to the purchasers of homes; the availability of financing to
homebuilders; and inclement weather and other natural disasters. Results
actually achieved thus may differ materially from expected results included in
these and any other forward looking statements contained herein.
-8-
<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.
STANDARD PACIFIC CORP.
(Registrant)
Dated: May 13, 1998 By:/s/ Arthur E. Svendsen
----------------------
Arthur E. Svendsen
Chairman of the Board and
Chief Executive Officer
Dated: May 13, 1998 By:/s/ Andrew H. Parnes
----------------------
Andrew H. Parnes
Vice President of Finance, Treasurer
and Principal Financial and
Accounting Officer
-9-
<PAGE>
PART II OTHER INFORMATION
Item 1. Legal proceedings
None
Item 2. Change in Securities
None
Item 3. Default upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27. Financial Data Schedule.
(b) Current Reports on Form 8-K
None
-10-
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM MARCH 31,
1998 AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C> <C>
<PERIOD-TYPE> 3-MOS 3-MOS
<FISCAL-YEAR-END> DEC-31-1998 DEC-31-1997
<PERIOD-START> JAN-01-1998 JAN-01-1997
<PERIOD-END> MAR-31-1998 MAR-31-1997
<CASH> 19,347 4,816
<SECURITIES> 0 6,119
<RECEIVABLES> 28,044 12,215
<ALLOWANCES> 0 0
<INVENTORY> 495,760 377,648
<CURRENT-ASSETS> 0<F1> 0<F1>
<PP&E> 6,369 5,147
<DEPRECIATION> 3,828 3,428
<TOTAL-ASSETS> 612,380 454,751
<CURRENT-LIABILITIES> 0<F1> 0<F1>
<BONDS> 257,471 80,000
0 0
0 0
<COMMON> 297 294
<OTHER-SE> 287,952 260,906
<TOTAL-LIABILITY-AND-EQUITY> 612,380 454,751
<SALES> 96,911 111,303
<TOTAL-REVENUES> 96,911 111,303
<CGS> 79,917 95,645
<TOTAL-COSTS> 89,329 105,420
<OTHER-EXPENSES> (64) (206)
<LOSS-PROVISION> 0 0
<INTEREST-EXPENSE> 272 1,473
<INCOME-PRETAX> 8,325 5,146
<INCOME-TAX> 3,492 2,113
<INCOME-CONTINUING> 4,833 3,033
<DISCONTINUED> (65) 484
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 4,768 3,517
<EPS-PRIMARY> 0.16 0.10
<EPS-DILUTED> 0.16 0.02
<FN>
<F1>Amounts for current assets and current liabilities are not shown since the
balance sheet presented is unclassified.
</FN>
</TABLE>
