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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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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): March 31, 1997
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Belmont Homes, Inc.
(Exact name of registrant as specified in its charter)
Mississippi 0-26142 64-0834574
(State or other (Commission File Number) (I.R.S. Employer
jurisdiction of Identification Number)
incorporation)
Highway 25 South
Industrial Park Drive
Belmont, Mississippi 38827
(Address of principal executive offices)
601-454-9217
(Registrant's telephone number, including area code)
Page 1 of 7 pages
Exhibit Index located on Page 4
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Item 5. Other Events.
On March 31, 1997, the Company issued a press release making certain
announcements regarding an indefinate medical leave of absence taken by its
President and Chief Executive Officer, Jerold Kennedy; the appointment of John
W. Allison, Mike Kennedy and Keith Kennedy as the Company's acting President and
Chief Executive Officer, acting Senior Vice President of Administration, and
acting Senior Vice President of Manufacturing, respectively; the elevation of
William M. Kunkel to Vice President and Chief Financial Officer; and the
Company's earnings for the fiscal year ended December 31, 1996 and the quarter
ended March 31, 1997. A copy of this release is included as Exhibit 99.1 to this
Current Report on Form 8-K.
Item 7. Financial Statements and Exhibits.
(c) Exhibits:
See Exhibit Index attached hereto.
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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.
BELMONT HOMES, INC.
By: /s/ William M. Kunkel
William M. Kunkel
Its: Vice President and Chief
Financial Officer
Date: March 31, 1997
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EXHIBIT INDEX
Exhibit No.
99.1 Press Release, dated March 31, 1997
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EXHIBIT 99.1
FOR IMMEDIATE RELEASE
Contact: William M. Kunkel
Belmont Homes, Inc.
(601) 454-9217
JEROLD KENNEDY TAKES MEDICAL LEAVE OF ABSENCE AS PRESIDENT AND CHIEF EXECUTIVE
OFFICER OF BELMONT HOMES, INC.
BELMONT NAMES ACTING PRESIDENT AND CHIEF EXECUTIVE OFFICER, ANNOUNCES OTHER
PROMOTIONS AND ISSUES EARNINGS UPDATE
BELMONT, Mississippi (March 31, 1997) - Belmont Homes, Inc. (Nasdaq/NM:BHIX)
today made certain announcements regarding its management team and the Company's
earnings.
Management Team
The Company today announced that President and Chief Executive Officer Jerold
Kennedy has decided to take a medical leave of absence from his offices. For
this period, the Company has named John W. Allison as the Company's acting
President and Chief Executive Officer. Mr. Allison was also named to the
Executive Committee of the Board of Directors. In addition, the Company named
Mike Kennedy as its acting Senior Vice President of Administration, and Keith
Kennedy as its acting Senior Vice President of Manufacturing. The Company also
elevated William M. Kunkel to Vice President and Chief Financial Officer. Mr.
Kennedy will remain a Director of the Company and a member of the Executive
Committee of the Board of Directors.
On November 5, 1996, the Company announced that Mr. Kennedy had been diagnosed
with a small, cancerous lung tumor. More recently, Mr. Kennedy completed the
chemotherapy treatments prescribed by his physicians and understood that the
prognosis for the complete remission of his lung cancer was excellent. On
Friday, March 28, 1997, Mr. Kennedy was taken to a hospital in Birmingham,
Alabama. Over the weekend, imaging tests revealed the presence of four, possibly
cancerous lesions on Mr. Kennedy's brain. Mr. Kennedy expects to begin radiation
therapy for these lesions on Monday, March 31, 1997. As a result, Mr. Kennedy
expressed his desire to take an indefinite medical leave of absence from the
Company so that his health would not be a distraction to the Company.
Mr. Kennedy said that he is determined that the Company "continue to implement
its primary missions of focusing on the growth of its business and the
enhancement of shareholder value." Mr. Kennedy also stated that "Johnny, Mike,
Keith and Bill, together with the other members of the management team and the
Board of Directors of the Company, are fully capable of leading the Company
while I concentrate my energies on beating this illness."
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Mr. Allison said, "Our thoughts and prayers are with Jerold and his family as
they prepare to deal with this latest news. Jerold's leadership and
contributions to the Company have been enormous. He truly has represented the
drive and spirit of our Company and has been a leader in the industry for years.
His day-to-day participation in the business will be sorely missed."
On behalf of the Company's Board of Directors, Douglas Jumper said, "Jerold
Kennedy has been a friend of mine, and of many of the Company's other Directors,
for a number of years. During such time, we have had ample opportunity to
witness and appreciate the strength of Jerold's character and resolve. We trust
that these fine qualities will serve him well in this difficult time. The Board
also acknowledges Jerold's efforts to make Belmont Homes an industry leader and
believes that the industry, as well as the Company, have been well served by
Jerold's dedication to quality and integrity. It is the sincere hope of the
Board of Directors that Jerold will eventually be able to return to the Company
as its President and Chief Executive Officer."
Mr. Allison, 50, a current Director of the Company and President of the
Company's Spirit Homes subsidiary, was a founder of Spirit Homes and served as
its Chief Executive Officer from January 1986 until it was acquired by the
Company in October 1995. Mr. Jumper said that "the Board of Directors believes
that Johnny Allison is a proven executive who will be able to take immediate
control of the Company and his new offices. Johnny is experienced in the
industry and, as a result of his position with Spirit Homes since it was
acquired by the Company, knows the Company and its operations intimately. The
Board is confident that Johnny will provide the Company with strong leadership
and will continue to pursue the existing strategic and operating goals of the
Company."
Mike Kennedy, 37, has been with the Company since October 1993. Keith Kennedy,
39, has been with the Company since March 1994. Mr. Kunkel, 48, joined the
Company in January 1995 as its Vice President of Finance. All three men will
report directly to Mr. Allison.
Earnings
The Company also announced today that its earnings are currently anticipated to
be between $.08 and $.12 per share for the quarter ending March 31, 1997,
primarily as a result of continued sluggish sales of the Company's homes, higher
promotional expenses due to increased competition, and increased warranty and
labor costs due to lower sales volume. The Company's March sales were slightly
better than its sales in January and February, although March sales fell short
of the Company's target for the month. Based on the expected results of the
Company's operations in the first quarter, the Company also believes that its
previous estimate of earnings for the first quarter was too optimistic.
The Company believes that the manufactured housing industry has recently become
significantly more competitive and seasonal. This increased competition,
management believes, is primarily the result
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of the increasing number of manufacturers and plants operating in the industry,
together with a related increase in the number of independent and other retail
dealers operating in the Company's territory. The Company also believes that,
consistent with historical trends present in the industry, the industry has
again become seasonal. Further, based upon recent trends, the Company believes
that the multi-section segment of the industry has become more competitive among
manufacturers and more attractive to purchasers of manufactured housing.
Approximately 30% of the Company's sales are of multi-sectioned homes.
In addition, the Company reported a correction to its earnings report of
February 13, 1997 for the fourth quarter and year ended December 31, 1996. The
Company's actual net income for the year ended December 31, 1996 was
$12,113,000, or $1.29 per share, instead of $12,251,000, or $1.30 per share, as
reported earlier. The Company said that the correction followed from an
additional $82,000 of income tax expense for the period and a $56,000 correction
for subsidiary consolidations.
This press release contains forward-looking information. Forward-looking
statements may be significantly affected by certain risks and uncertainties
described herein and in the Company's Quarterly and Annual Reports filed with
the Securities and Exchange Commission.
Belmont Homes, Inc. markets a variety of single- and multi-section manufactured
homes through approximately 410 dealers and 550 sales centers, located primarily
in the southern United States.
