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): October 21, 2009
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NVR, Inc.
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(Exact
name of registrant as specified in its
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charter)
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Virginia
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1-12378
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54-1394360
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(State
or other jurisdiction of
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(Commission
File
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(I.R.S.
Employer
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incorporation
or organization)
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Number)
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Identification
No.)
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11700 Plaza America Drive, Suite 500, Reston,
Virginia
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20190
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(Address
of principal executive offices)
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(Zip
Code)
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Registrant’s
telephone number, including area code: 703-956-4000
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(Former
name or former address, if changed since last
report)
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Check the
appropriate box below if the Form 8-K is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following
provisions:
¨ Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
¨ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
¨ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
¨ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.133-4(c))
Item
2.02 Results of Operations and
Financial Condition
On October 21, 2009, NVR, Inc. issued a
press release reporting its financial results for the quarter and year to date
periods ended September 30, 2009. A copy of this press release is
furnished hereto as Exhibit 99.1.
Item
9.01 Financial Statements and
Exhibits
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(c)
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Exhibits
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Number
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Description
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99.1
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Press
release dated October 21,
2009.
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2
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.
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NVR,
Inc.
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Date: October
21, 2009
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By:
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/s/ Dennis M.
Seremet
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Name:
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Dennis
M. Seremet
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Title:
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Senior
Vice President and
Chief
Financial Officer
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3
INDEX
TO EXHIBITS
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Exhibit Number
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Exhibit Description
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99.1
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Press
release dated October 21,
2009.
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4
NVR,
INC. ANNOUNCES THIRD QUARTER RESULTS
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Contact:
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Dan
Malzahn
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Office:
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(703)
956-4204
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October 21, 2009, Reston, VA—NVR,
Inc. (NYSE: NVR), one of the nation’s largest homebuilding and mortgage
banking companies, announced net income for its third quarter ended September
30, 2009 of $72,127,000, $11.59 per diluted share. Net income and
diluted earnings per share for its third quarter ended September 30, 2009
increased 97% and 89%, respectively, compared to the 2008 third
quarter. Consolidated revenues for the third quarter of 2009 totaled
$814,016,000, a 13% decrease from $939,211,000 for the comparable 2008
quarter.
For the
nine months ended September 30, 2009, consolidated revenues were $1,998,046,000,
28% lower than the $2,782,865,000 reported for the same period of
2008. Net income for the nine months ended September 30, 2009 was
$131,541,000, compared to $131,349,000 for the nine months ended September 30,
2008. Diluted earnings per share for the nine months ended September
30, 2009 was $21.57, a decrease of 3% from $22.21 per diluted share for the
comparable period of 2008.
Homebuilding
New
orders in the third quarter of 2009 increased 13% to 2,255 units, compared to
2,002 units in the third quarter of 2008. The cancellation rate in
the quarter ended September 30, 2009 was 14% compared to 24% in the third
quarter of 2008 and 14% in the second quarter of 2009. Settlements
decreased in the third quarter of 2009 to 2,671 units, 3% less than the same
period of 2008. The Company’s backlog of homes sold but not settled
at the end of the 2009 quarter decreased on a unit basis by 11% to 4,081 units
and on a dollar basis by 19% to $1,210,447,000 as compared to the same period
last year.
Homebuilding
revenues for the three months ended September 30, 2009 totaled $792,510,000, 15%
lower than the year earlier period. Gross profit margins increased to
19.7% in the 2009 third quarter compared to 13.2% for the same period in
2008. The third quarter 2008 gross profit margin results were
negatively impacted by a $42,839,000 land deposit impairment
charge. Income before tax from homebuilding operations totaled
$98,626,000 in the 2009 third quarter, an increase of 74% compared to the third
quarter of the previous year.
Mortgage
Banking
Mortgage
closed loan production of $603,317,000 for the three months ended September 30,
2009 was 1% lower than the same period last year. Operating income
for the mortgage banking operations during the third quarter of 2009 increased
to $14,814,000, compared to $4,072,000 reported for the same period of
2008. Operating income in the current quarter was favorably impacted
by an increase in unrealized income from the fair value measurement of locked
loan commitments, forward mortgage-backed securities sales and closed loans held
for sale, and by a decrease in incentives given to
borrowers.
Some of
the statements in this release made by the Company constitute “forward-looking
statements” within the meaning of the Private Securities Litigation Reform Act
of 1995, Section 27A of the Securities Act of 1933, as amended, and Section 21E
of the Securities Exchange Act of 1934. Certain, but not necessarily
all, of such forward-looking statements can be identified by the use of
forward-looking terminology, such as “believes,” “expects,” “may,” “will,”
“should” or “anticipates” or the negative thereof or other variations thereof or
comparable terminology, or by discussion of strategies, each of which involves
risks and uncertainties. All statements other than those of
historical facts included herein, including those regarding market trends, NVR’s
financial position, business strategy, the outcome of pending litigation,
projected plans and objectives of management for future operations, are
forward-looking statements. Such forward-looking statements involve
known and unknown risks, uncertainties and other factors that may cause the
actual results or performance of NVR to be materially different from future
results, performance or achievements expressed or implied by the forward-looking
statements. Such risk factors include, but are not limited to,
general economic and business conditions (on both a national and regional
level), interest rate changes, access to suitable financing by NVR and by NVR’s
customers, competition, the availability and cost of land and other raw
materials used by NVR in its homebuilding operations, shortages of labor,
weather related slow downs, building moratoria, governmental regulation, the
ability of NVR to integrate any acquired business, fluctuation and volatility of
stock and other financial markets, mortgage financing availability and other
factors over which NVR has little or no control. The Company has no
obligation to update such forward-looking statements.
2
NVR,
Inc.
Consolidated
Statements of Income
(in
thousands, except per share data)
(Unaudited)
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Three Months Ended September 30,
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Nine Months Ended September 30,
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|||||||||||||||
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2009
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2008
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2009
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2008
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Homebuilding:
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||||||||||||||||
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Revenues
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$ | 792,510 | $ | 928,265 | $ | 1,953,327 | $ | 2,739,167 | ||||||||
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Other
income
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2,222 | 4,256 | 6,511 | 14,356 | ||||||||||||
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Cost
of sales
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(636,642 | ) | (805,931 | ) | (1,593,512 | ) | (2,305,231 | ) | ||||||||
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Selling,
general and administrative
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(56,662 | ) | (66,796 | ) | (171,020 | ) | (240,833 | ) | ||||||||
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Operating
income
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101,428 | 59,794 | 195,306 | 207,459 | ||||||||||||
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Interest
expense
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(2,802 | ) | (3,259 | ) | (8,038 | ) | (9,730 | ) | ||||||||
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Homebuilding
income
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98,626 | 56,535 | 187,268 | 197,729 | ||||||||||||
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Mortgage
Banking:
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Mortgage
banking fees
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21,506 | 10,946 | 44,719 | 43,698 | ||||||||||||
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Interest
income
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887 | 929 | 2,082 | 2,608 | ||||||||||||
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Other
income
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215 | 188 | 458 | 531 | ||||||||||||
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General
and administrative
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(7,486 | ) | (7,761 | ) | (19,719 | ) | (23,823 | ) | ||||||||
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Interest
expense
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(308 | ) | (230 | ) | (921 | ) | (544 | ) | ||||||||
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Mortgage
banking income
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14,814 | 4,072 | 26,619 | 22,470 | ||||||||||||
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Income
before taxes
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113,440 | 60,607 | 213,887 | 220,199 | ||||||||||||
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Income
tax expense
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(41,313 | ) | (24,056 | ) | (82,346 | ) | (88,850 | ) | ||||||||
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Net
income
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$ | 72,127 | $ | 36,551 | $ | 131,541 | $ | 131,349 | ||||||||
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Basic
earnings per share
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$ | 12.29 | $ | 6.72 | $ | 22.83 | $ | 24.60 | ||||||||
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Diluted
earnings per share
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$ | 11.59 | $ | 6.12 | $ | 21.57 | $ | 22.21 | ||||||||
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Basic
average shares outstanding
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5,866 | 5,438 | 5,762 | 5,340 | ||||||||||||
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Diluted
average shares outstanding
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6,223 | 5,968 | 6,098 | 5,915 | ||||||||||||
3
NVR,
Inc.
Consolidated
Balance Sheets
(in
thousands, except share and per share data)
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September
30, 2009
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December
31, 2008
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|||||||
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(unaudited)
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ASSETS
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Homebuilding:
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||||||||
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Cash
and cash equivalents
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$ | 1,114,581 | $ | 1,146,426 | ||||
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Marketable
securities
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259,406 | - | ||||||
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Receivables
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9,015 | 11,594 | ||||||
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Inventory:
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||||||||
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Lots
and housing units, covered under
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||||||||
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sales
agreements with customers
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415,104 | 335,238 | ||||||
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Unsold
lots and housing units
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59,370 | 57,639 | ||||||
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Manufacturing
materials and other
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4,365 | 7,693 | ||||||
| 478,839 | 400,570 | |||||||
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Contract
land deposits, net
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32,326 | 29,073 | ||||||
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Consolidated
assets not owned
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57,461 | 114,930 | ||||||
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Property,
plant and equipment, net
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20,624 | 25,658 | ||||||
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Reorganization
value in excess of
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||||||||
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Amounts
allocable to identifiable assets, net
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41,580 | 41,580 | ||||||
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Other
assets, net
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231,968 | 242,626 | ||||||
| 2,245,800 | 2,012,457 | |||||||
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Mortgage
Banking:
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Cash
and cash equivalents
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1,090 | 1,217 | ||||||
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Mortgage
loans held for sale, net
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110,095 | 72,488 | ||||||
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Property
and equipment, net
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544 | 759 | ||||||
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Reorganization
value in excess of
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Amounts
allocable to identifiable assets, net
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7,347 | 7,347 | ||||||
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Other
assets
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9,904 | 8,968 | ||||||
| 128,980 | 90,779 | |||||||
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Total
assets
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$ | 2,374,780 | $ | 2,103,236 | ||||
(Continued)
4
NVR,
Inc.
Consolidated
Balance Sheets (Continued)
(in
thousands, except share and per share data)
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September 30, 2009
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December 31, 2008
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(unaudited)
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LIABILITIES
AND SHAREHOLDERS’ EQUITY
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Homebuilding:
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||||||||
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Accounts
payable
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$ | 150,304 | $ | 137,285 | ||||
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Accrued
expenses and other liabilities
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198,106 | 194,869 | ||||||
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Liabilities
related to consolidated assets not owned
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52,896 | 109,439 | ||||||
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Customer
deposits
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66,819 | 59,623 | ||||||
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Other
term debt
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2,294 | 2,530 | ||||||
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Senior
notes
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133,370 | 163,320 | ||||||
| 603,789 | 667,066 | |||||||
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Mortgage
Banking:
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Accounts
payable and other liabilities
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23,797 | 17,842 | ||||||
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Notes
payable
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75,607 | 44,539 | ||||||
| 99,404 | 62,381 | |||||||
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Total
liabilities
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703,193 | 729,447 | ||||||
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Commitments
and contingencies
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Shareholders’
equity:
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||||||||
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Common
stock, $0.01 par value; 60,000,000
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||||||||
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shares
authorized; 20,559,671 and 20,561,187
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shares
issued for September 30, 2009 and
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December
31, 2008, respectively
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206 | 206 | ||||||
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Additional
paid-in capital
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810,132 | 722,265 | ||||||
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Deferred
compensation trust – 265,278 and
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||||||||
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514,470
shares of NVR, Inc. common stock for
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||||||||
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September
30, 2009 and December 31, 2008,
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respectively
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(40,799 | ) | (74,978 | ) | ||||
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Deferred
compensation liability
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40,799 | 74,978 | ||||||
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Retained
earnings
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3,762,428 | 3,630,887 | ||||||
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Less
treasury stock at cost – 14,632,950 and
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||||||||
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15,028,335
shares for September 30, 2009 and
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||||||||
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December
31, 2008, respectively
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(2,901,179 | ) | (2,979,569 | ) | ||||
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Total shareholders’
equity
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1,671,587 | 1,373,789 | ||||||
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Total liabilities and
shareholders’ equity
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$ | 2,374,780 | $ | 2,103,236 | ||||
5
NVR,
Inc.
Operating
Activity
(unaudited)
(dollars
in thousands)
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Three Months Ended September 30,
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Nine Months Ended September 30,
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|||||||||||||||
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2009
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2008
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2009
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2008
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Homebuilding
data:
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||||||||||||||||
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New
orders (units):
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||||||||||||||||
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Mid
Atlantic (1)
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1,199 | 965 | 3,823 | 3,598 | ||||||||||||
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North
East (2)
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222 | 205 | 703 | 725 | ||||||||||||
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Mid
East (3)
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560 | 577 | 2,007 | 2,020 | ||||||||||||
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South
East (4)
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274 | 255 | 876 | 1,060 | ||||||||||||
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Total
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2,255 | 2,002 | 7,409 | 7,403 | ||||||||||||
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Average
new order price
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$ | 297.1 | $ | 302.9 | $ | 291.3 | $ | 314.1 | ||||||||
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Settlements
(units):
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||||||||||||||||
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Mid
Atlantic (1)
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1,388 | 1,266 | 3,373 | 3,851 | ||||||||||||
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North
East (2)
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260 | 264 | 641 | 813 | ||||||||||||
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Mid
East (3)
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722 | 756 | 1,668 | 2,012 | ||||||||||||
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South
East (4)
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301 | 464 | 810 | 1,289 | ||||||||||||
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Total
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2,671 | 2,750 | 6,492 | 7,965 | ||||||||||||
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Average
settlement price
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$ | 296.3 | $ | 337.1 | $ | 300.4 | $ | 343.5 | ||||||||
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Backlog
(units):
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||||||||||||||||
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Mid
Atlantic (1)
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2,226 | 2,473 | ||||||||||||||
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North
East (2)
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365 | 417 | ||||||||||||||
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Mid
East (3)
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1,070 | 1,121 | ||||||||||||||
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South
East (4)
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420 | 572 | ||||||||||||||
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Total
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4,081 | 4,583 | ||||||||||||||
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Average
backlog price
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$ | 296.6 | $ | 327.3 | ||||||||||||
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Community
count (average)
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354 | 426 | 356 | 437 | ||||||||||||
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Lots
controlled at end of period
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43,700 | 58,300 | ||||||||||||||
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Mortgage
banking data:
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||||||||||||||||
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Loan
closings
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$ | 603,317 | $ | 610,313 | $ | 1,518,229 | $ | 1,727,718 | ||||||||
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Capture
rate
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91 | % | 86 | % | 91 | % | 84 | % | ||||||||
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Common
stock information:
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||||||||||||||||
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Shares
outstanding at end of period
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5,926,721 | 5,452,247 | ||||||||||||||
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(1)
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Virginia,
West Virginia, Maryland and
Delaware
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(2)
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Eastern
Pennsylvania and New Jersey
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(3)
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Western
Pennsylvania, Kentucky, New York and
Ohio
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(4)
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North
Carolina, South Carolina, Florida and
Tennessee
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6