<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(x) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended December 31, 1996
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Commission File Number 33-89076
WEITZER HOMEBUILDERS INCORPORATED
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(Exact name of registrant as specified in its charter)
FLORIDA 65-0502494
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(State or other jurisdiction of (IRS Employer I.D. No.)
incorporation or organization)
5901 N.W. 151st Street, Suite 120, Miami Lakes, FL 33014-2428
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(Address of principal executive offices) (Zip Code)
(305) 819-4663
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(Registrant's telephone number,
including area code)
Indicate by check mark whether the registrant (1) filed all reports required
to be filed by Section 13 or 15(d) of the 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:
<TABLE>
<CAPTION>
Outstanding at
Class January 31, 1997
----- ----------------
<S> <C>
Class A Common Stock, $.01 Par Value 2,360,254
Class B Common Stock, $.01 Par Value 1,500,000
</TABLE>
<PAGE>
INDEX TO FORM 10-Q
Page
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No.
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PART I FINANCIAL INFORMATION
Item 1 Financial Statements
Consolidated Balance Sheets - 3
December 31, 1996 and September 30, 1996
Consolidated Statements of Operations -
Three Months Ended December 31, 1996 and 1995 4
Consolidated Statements of Cash Flows -
Three Months Ended December 31, 1996 and 1995 5
Notes to Consolidated Financial Statements 6
Item 2 Management's Discussion and Analysis of Financial Condition
and Results of Operations 8
PART II OTHER INFORMATION 11
Item 6 Exhibits and Reports on Form 8-K 11
SIGNATURES 11
<PAGE>
<TABLE>
<CAPTION>
WEITZER HOMEBUILDERS INCORPORATED AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
December 31, September 30,
1996 1996
------------- -------------
ASSETS (Unaudited)
- ------
<S> <C> <C>
Cash $ 1,396,905 $ 1,521,799
Restricted escrow funds 1,619,465 1,666,121
Advances for future projects 2,024,647 1,945,277
Construction-in-progress 32,272,220 31,505,383
Model furnishings, net of accumulated depreciation
of $257,930 and $238,640, respectively 848,923 870,251
Deferred loan costs net of accumulated amortization
of $835,417 and $752,030, respectively 609,549 628,480
Goodwill, net of accumulated amortization
of $54,865 and $40,552, respectively 374,508 388,821
Other assets 1,042,786 1,147,656
------------- -------------
$ 40,189,003 $ 39,673,788
============= =============
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
Customer deposits $ 1,619,465 $ 1,666,121
Accounts payable and accrued liabilities 3,116,615 2,575,315
Acquisition, development and construction loans payable 23,660,077 23,164,507
10% bonds payable 3,425,700 3,371,650
5% debentures 285,000 1,185,000
Notes and loans payable 381,511 417,186
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32,488,368 32,379,779
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Commitments and contingencies
Shareholders' equity:
Preferred stock, $.01 par, 5,000,000 shares authorized,
none issued - -
Class A common stock, $.01 par, 40,000,000 shares authorized,
2,360,254 shares issued and outstanding 23,603 23,603
Class B common stock, $.01 par, 1,500,000 shares authorized,
1,500,000 shares issued and outstanding 15,000 15,000
Additional paid-in capital 10,330,950 10,330,950
Accumulated deficit (2,668,918) (3,075,544)
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7,700,635 7,294,009
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$ 40,189,003 $ 39,673,788
============= =============
</TABLE>
See notes to consolidated financial statements
3
<PAGE>
WEITZER HOMEBUILDERS INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
December 31,
-----------------------------
1996 1995
------------- -------------
<S> <C> <C>
Revenues:
Sales of homes $ 12,121,716 $ 7,439,061
Interest income 42,346 23,998
Other income 54,162 50,467
------------- -------------
12,218,224 7,513,526
------------- -------------
Operating costs and expenses:
Costs of homes sold 10,618,332 6,520,434
Selling expenses 674,683 543,643
General and administrative expenses 401,069 415,264
Depreciation and amortization 81,998 99,140
Amortization of goodwill 14,312 7,156
Interest expense 21,204 9,255
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11,811,598 7,594,892
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Income (loss) before income taxes 406,626 (81,366)
Provision for income taxes (benefit) - (30,000)
------------- -------------
Net income (loss) $ 406,626 $ (51,366)
============= =============
Net income (loss) per common share $ 0.11 $ (0.01)
============= =============
Dividends per Class A common share $ - $ 0.08
============= =============
Weighted average number of common shares outstanding 3,860,254 3,532,663
============= =============
</TABLE>
See notes to consolidated financial statements
4
<PAGE>
WEITZER HOMEBUILDERS INCORPORATED AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended
December 31,
-----------------------------------
1996 1995
---------------- ----------------
<S> <C> <C>
Cash flows from operating activities:
Net income (loss) $ 406,626 $ (51,366)
---------------- ----------------
Adjustments to reconcile net income to net cash
used in operating activities:
Deferred income taxes - (30,000)
Other non-cash charges 132,099 215,397
Changes in assets and liabilities:
Restricted escrow funds 46,656 552,638
Construction in progress (766,837) (1,395,722)
Other assets 79,393 (564,607)
Customer deposits (46,656) 254,733
Other liabilities 541,300 (936,743)
---------------- ----------------
(14,045) (1,904,304)
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Net cash provided by (used in) operating activities 392,581 (1,955,670)
---------------- ----------------
Cash flows from investing activities:
Purchase of model furnishings 2,000 (61,948)
Advances for future projects (79,370) (238,537)
---------------- ----------------
Net cash used in investing activities (77,370) (300,485)
---------------- ----------------
Cash flows from financing activities:
Acquisition, development and construction loan borrowings 10,330,041 8,258,778
Payments on acquisition, development and construction loans (9,834,471) (7,051,753)
Payments on notes payable (935,675) (54,223)
Dividend to shareholders - (165,154)
---------------- ----------------
Net cash provided by (used in) financing activities (440,105) 987,648
---------------- ----------------
Net decrease in cash (124,894) (1,268,507)
Cash, beginning of period 1,521,799 1,622,882
---------------- ----------------
Cash, end of period $ 1,396,905 $ 354,375
================ ================
Cash paid during the period for interest, net of
amounts capitalized $ 21,204 $ 9,255
================ ================
</TABLE>
See notes to consolidated financial statements
5
<PAGE>
NOTE 1 - BASIS OF PRESENTATION AND BUSINESS
Weitzer Homebuilders Incorporated (the "Company") was incorporated under
the laws of the State of Florida in June 1994, and engages, through its wholly-
owned subsidiaries, in the design, construction and sale of moderately-priced
single-family residences and townhouses in Dade and Broward counties in
Southeast Florida.
The consolidated financial statements included herein have been prepared by
the Company pursuant to the rules and regulation of the Securities and Exchange
Commission for interim financial information. As such these financial statements
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. These
statements should be read in conjunction with the financial statements and
related footnotes included in the Company's Form 10-K for the year ended
September 30, 1996, filed with the Securities and Exchange Commission.
The consolidated balance sheet of the Company as of September 30, 1996 is
audited. The other consolidated financial statements are unaudited, but in the
opinion of management, contain all adjustments (consisting of normal recurring
adjustments) necessary to present fairly the consolidated balance sheet of the
Company as of December 31, 1996, the related consolidated statements of income
of the Company for the three months ended December 31, 1996, and the
consolidated statements of cash flows of the Company for the three months ended
December 31, 1996. Operating results for the three months ended December 31,
1996 are not necessarily indicative of the results that will be achieved for the
full fiscal year.
NOTE 2 - INCOME TAXES
The Company's income tax provision (benefit) for the three months ended
December 31, 1996 and 1995 is summarized as follows:
<TABLE>
<CAPTION>
1996 1995
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<S> <C> <C>
Current:
Federal $ - $ -
State - -
Deferred:
Federal 154,000 (30,000)
State - -
Utilization of net operating loss carryforwards (154,000) -
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Total income tax provision (benefit) $ - $ (30,000)
========== ==========
</TABLE>
6
<PAGE>
Reconciliation of the differences between income taxes (benefits) computed
at federal statutory rates and the Company's recorded provision (benefit) for
income taxes are as follows:
<TABLE>
<CAPTION>
1996 1995
----------- -----------
<S> <C> <C>
Expected tax benefit at Federal statutory rate 34.0% (34.0%)
Increase in State income tax (benefit), net 3.6 (3.6)
Utilization of net operating loss carryforwards (37.6%) -
----------- -----------
- (37.6%)
=========== ===========
</TABLE>
The tax effects of the temporary differences comprising the Company's
deferred tax asset are net operating loss carryforwards. As of September 30,
1996, the Company had net operating losses of approximately $1,960,000 which
have been offset by a valuation. These carryforwards will expire through the
year 2011.
7
<PAGE>
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
This discussion should be read in conjunction with the Notes to the
Consolidated Financial Statements contained herein and Management's Discussion
and Analysis of Financial Condition and Results of Operations appearing in the
Company's Form-10K for the year ended September 30, 1996. Management of the
Company believes that quarterly comparisons may not give a true indication of
overall trends and changes in the Company's operations. The Company's sales and
net income are subject to significant variability based on, among other things,
the phase of development of its projects, the cyclical nature of the
homebuilding industry, changes in governmental regulations, changes in
prevailing interest rates, changes in the costs of materials and labor and other
economic factors.
Except for the historical information contained herein, the matters
discussed in this Form 10-Q are forward looking statements which involve risks
and uncertainties, including, but not limited to, economic, competitive,
governmental, and technological factors affecting the Company's operations,
markets, products, services, and prices and other factors discussed in the
Company's other filings with the Securities and Exchange Commission.
Results of Operations
General
- -------
The following table sets forth for the periods presented certain items of
the Company's consolidated financial statements expressed as a percentage of
their respective total revenues:
<TABLE>
<CAPTION>
Three Months Three Months
Ended Ended
December 31, December 31,
1996 1995
------------- --------------
<S> <C> <C>
Revenues 100.0% 100.0%
Cost of homes sold 86.9 86.8
Selling, general and administrative expenses 8.8 12.8
Net income (loss) 3.3 (0.7)
</TABLE>
Backlog and Available Lots for Sale or Under Option or Contract. The following
table sets forth the Company's backlog, the available lots for sale and the
available lots for construction for the periods presented. The backlog consists
of homes under sales contracts and includes homes under construction, as well as
homes which have been
8
<PAGE>
sold but not started. At December 31,1996 approximately 69% of the homes in
backlog were under construction. The backlog increased 12% from 282 homes at
September 30, 1996 to 316 homes at December 31, 1996. The available lots for
sale refer to the number of lots the Company has acquired which it plans to
construct homes on and excludes homes under sales contracts included in backlog.
The available lots under option or contract refer to the number of lots as to
which the Company has an option or a contract to acquire, but whose acquisition
has not closed. The available lots under option or contract reflect the lots for
projects which are currently being developed or are currently planned for future
development. There can be no assurances that settlements of homes subject to
sales contracts will occur or that all of the available lots for sale will be
built on, or that the available lots under option or contract will be acquired
or built on.
Backlog of Homes, Available Lots for Sale and Available Lots Under Option or
- ----------------------------------------------------------------------------
Contract
- --------
<TABLE>
<CAPTION>
December 31, September 30, December 31,
1996 1996 1995
-------------- -------------- ---------------
<S> <C> <C> <C>
Number of homes in backlog
316 282 191
Aggregate sales value of
homes in backlog $ 36,556,000 $ 33,405,000 $ 23,686,000
Available lots for sale 492 583 979
Available lots under option
or contract 872 943 1,055
</TABLE>
Comparison of the Three Months Ended December 31, 1996 and 1995
- ---------------------------------------------------------------
The Company's revenues from home sales were approximately $12.1 million for
the three months ended December 31, 1996 as compared to approximately $7.4
million for the three months ended December 31, 1995. The increase is attributed
to an overall increase in the volume of home sales during the three months ended
December 31, 1996 compared to the same period in 1995. For the three months
ended December 31, 1996, there was a 91.1% increase in the number of homes
delivered (to 107 from 56) compared to the three months ended December 31, 1995.
For the three months ended December 31, 1996 the average selling price of the
homes delivered decreased 14.7% (to $113,287 from $132,840) compared to the
three months ended December 31, 1995, which decrease is attributable to the
change in the Company's overall product mix. The higher volume of home sales for
the three months ended December 31, 1996 reflected the fact that the Company was
in the early development stage of certain projects such as Weitzer at Harmony
Lakes, The Hammocks at Riverglen, and Serena Lakes Patio Homes and Serena Lakes
Townhomes during the three months ended December 31, 1995 and, accordingly,
there were fewer recorded closings.
9
<PAGE>
The Company's costs of homes sold were approximately $10.6 million for the
three months ended December 31, 1996 as compared to approximately $6.5 million
for the three months ended December 31, 1995. The increase is attributed
primarily to an increase in the volume of homes sold. Cost of homes sold as a
percentage of homes sales remained constant at 87.6% for the three months ended
December 31, 1996 and 1995, respectively.
Selling, general and administrative ("SG&A") expenses were approximately
$1.1 million for the three months ended December 31, 1996 as compared to
approximately $959,000 for the three months ended December 31, 1995. SG&A
expenses as a percentage of total revenues decreased from 12.8% during the three
months ended December 31, 1995 to 8.8% for the three months ended December 31,
1996. The decrease was primarily attributable to the increase in home sales for
the period.
Net income was approximately $407,000 during the three months ended
December 31, 1996 as compared to a net loss of approximately $51,000 during the
three months ended December 31, 1995. The increase is attributed to the increase
in home sales.
Liquidity and Capital Resources
General. On December 31, 1996 the Company had borrowings from banks and
third parties aggregating approximately $27.7 million. The Company believes that
it will be able to fund its ongoing operations in the short term from cash on
hand, cash flow from operations and construction financing.
At December 31, 1996, the Company had an aggregate of $9.2 million of
available credit under two lines of credit with Barnett Bank of South Florida,
N.A., which the Company may use to finance the construction and development of
homes at both the Weitzer at Serena Lakes Patio Homes project and Serena Lakes
Townhomes project.
Cash Flows. During the three month ended December 31, 1996, the Company had
approximately $412,000 of net cash provided by operating activities, primarily
as a result of the net income for the three months ended December 31, 1996.
During that period, the Company had net cash used in financing activities of
approximately $440,000, arising principally from the payment of certain 5%
convertible debentures.
10
<PAGE>
PART II. OTHER INFORMATION
ITEM 6 - EXHIBITS AND REPORTS ON FORM 8-K
(a) The Company has not filed a report on Form 8-K during the quarter for which
this report is being filed.
SIGNATURES
----------
Pursuant to the requirements of the Securities and Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: February 13, 1997 /s/ Harry Weitzer
----------------------------
Harry Weitzer, President
(Principal Executive Officer)
Date: February 13, 1997 /s/ Timothy S. Hart
----------------------------
Timothy S. Hart
Corporate Controller
(Principal Accounting Officer)
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-30-1997
<PERIOD-START> OCT-01-1996
<PERIOD-END> DEC-31-1996
<CASH> 3,016,370
<SECURITIES> 0
<RECEIVABLES> 2,024,647
<ALLOWANCES> 0
<INVENTORY> 32,272,220
<CURRENT-ASSETS> 0
<PP&E> 848,923
<DEPRECIATION> 257,930
<TOTAL-ASSETS> 40,189,003
<CURRENT-LIABILITIES> 28,396,157
<BONDS> 4,092,211
0
0
<COMMON> 38,603
<OTHER-SE> 7,662,032
<TOTAL-LIABILITY-AND-EQUITY> 40,189,003
<SALES> 12,121,716
<TOTAL-REVENUES> 12,218,224
<CGS> 10,618,332
<TOTAL-COSTS> 11,293,015
<OTHER-EXPENSES> 518,583
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 21,204
<INCOME-PRETAX> 406,626
<INCOME-TAX> 0
<INCOME-CONTINUING> 406,626
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 406,626
<EPS-PRIMARY> 0.11
<EPS-DILUTED> 0.11
</TABLE>
