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 16, 2003
NVR, Inc.
(Exact name of registrant as specified in its charter)
| Virginia |
1-12378 |
54-1394360 | ||
| (State or other jurisdiction of incorporation) |
(Commission File Number) |
(I.R.S. Employer Identification Number) |
| 7601 Lewinsville Road, Suite 300, McLean, Virginia |
22102 | |
| (Address of principal executive offices) |
(Zip code) |
Registrant’s telephone number, including area code:
703-761-2000
(Former name or former address, if changed since last report)
Item 7(c). Exhibits
| Exhibit Number |
Exhibit Description | |
| 99.1 |
Press release dated April 16, 2003 |
Item 9. Regulation FD Disclosure.
On April 16, 2003, NVR, Inc. issued a press release reporting its financial results for the quarter ended March 31, 2003. A copy of this press release is attached hereto as Exhibit 99.1. The information in Exhibit 99.1 is furnished pursuant to Item 12 of Form 8-K in accordance with U.S. Securities and Exchange Commission Release Nos. 33-8216 and 34-47583.
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.
| NVR, INC. | ||||||||
| Date: April 16, 2003 |
By: |
/S/ PAUL C. SAVILLE | ||||||
| Name: |
Paul C. Saville | |||||||
| Title: |
Executive Vice President, Chief Financial Officer and Treasurer | |||||||
3
INDEX TO EXHIBITS
| Exhibit |
Exhibit Description |
Page | ||
| 99.1 |
Press release dated April 16, 2003 |
5 |
4
Exhibit 99.1
NVR, INC. ANNOUNCES A 24% INCREASE IN EARNINGS PER SHARE FOR THE FIRST QUARTER OF 2003
| FOR IMMEDIATE RELEASE |
CONTACT: Paul Columbus | |
| OFFICE: 703-761-2414 |
April 16, 2003 – McLean, VA – NVR, Inc. (AMEX: NVR), one of the nation’s largest homebuilding and mortgage banking companies, today announced that diluted earnings per share for its first quarter ended March 31, 2003 exceeded the 2002 first quarter by 24% and net income increased 14%. Net income for the 2003 quarter was $87,806,000, $10.10 per diluted share, compared to net income of $76,713,000, $8.17 per diluted share, for the same period of 2002. Total revenues increased 7% to $743,574,000 for the quarter when compared to $692,255,000 for the same period of 2002.
Homebuilding revenues for the first three months of 2003 totaled $723,375,000, an increase of 7% over the same period of 2002. Income before tax from the homebuilding segment totaled $130,575,000, an increase of 17% when compared to the first quarter of the previous year. Gross profit margins for the three months ended March 31, 2003 were 25.4%, up from 24.0% for the 2002 first quarter. New orders for the first quarter of 2003 totaled 2,907 units, a 3% decline from the 2,989 units reported for the 2002 first quarter. Home settlements for the current quarter decreased 5% to 2,506 units when compared to the same quarter of 2002. The Company attributed the decrease in new order and settlement activity primarily to declines in its Washington and Baltimore markets caused by development delays, which resulted in a reduction in the number of active communities when compared to the first quarter of 2002. In addition, the Company’s backlog of homes sold but not settled at the end of the 2003 quarter increased on a unit basis by 14% to 6,758 units and 24% on a dollar basis to $2,111,187,000 when compared to the same time last year.
Mortgage banking operating income totaled $13,368,000 for the first quarter of 2003, an increase of 20% when compared to $11,107,000 reported for the same period of 2002. Closed loan production increased 8% to $514,897,000 during the March 2003 quarter when compared to the first quarter of 2002.
Because of the favorable backlog position at the beginning of the second quarter the Company reiterated its full year 2003 guidance of approximately 15% growth in net income over 2002. The Company also stated that its stock repurchase program is continuing. During the first quarter of 2003 NVR repurchased approximately 344,000 shares of its common stock.
5
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. All statements other than of historical facts included herein, including those regarding market trends, the Company’s financial position, business strategy, projected plans and objectives of management for future operations, mortgage banking operating income, new order trends, home settlement activity, average home prices, gross profit margins and other profitability measures, net income and earnings per share 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 the Company 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 conditions (on both a national and regional level), interest rate changes, access to suitable financing, competition, the availability and cost of land and other raw materials used by the Company in its homebuilding operations, shortages of labor, weather related slow downs, building moratoria, governmental regulation, the ability of the Company to integrate any acquired business, fluctuation and volatility of stock and other financial markets; and other factors over which the Company has little or no control. The Company has no obligation to update such forward-looking statements.
6
Condensed Consolidated Statements of Income
(dollars in thousands, except per share data)
(unaudited)
| For the Three Months Ended March 31, |
||||||||
| 2003 |
2002 |
|||||||
| Homebuilding: |
||||||||
| Revenues |
$ |
723,375 |
|
$ |
674,982 |
| ||
| Other income |
|
932 |
|
|
758 |
| ||
| Cost of sales |
|
(539,437 |
) |
|
(513,231 |
) | ||
| Selling, general and administrative |
|
(50,959 |
) |
|
(47,417 |
) | ||
| Operating income |
|
133,911 |
|
|
115,092 |
| ||
| Interest expense |
|
(3,336 |
) |
|
(3,064 |
) | ||
| Homebuilding income |
|
130,575 |
|
|
112,028 |
| ||
| Mortgage Banking: |
||||||||
| Mortgage banking fees |
|
17,756 |
|
|
14,861 |
| ||
| Interest income |
|
1,364 |
|
|
1,526 |
| ||
| Other income |
|
147 |
|
|
128 |
| ||
| General and administrative |
|
(5,468 |
) |
|
(5,081 |
) | ||
| Interest expense |
|
(431 |
) |
|
(327 |
) | ||
| Mortgage banking income |
|
13,368 |
|
|
11,107 |
| ||
| Total segment income |
|
143,943 |
|
|
123,135 |
| ||
| Income tax expense |
|
(56,137 |
) |
|
(46,422 |
) | ||
| Net income |
$ |
87,806 |
|
$ |
76,713 |
| ||
| Basic earnings per share |
$ |
12.41 |
|
$ |
10.37 |
| ||
| Diluted earnings per share |
$ |
10.10 |
|
$ |
8.17 |
| ||
7
NVR, Inc.
Condensed Consolidated Balance Sheets
(dollars in thousands, except per share data)
| March 31, 2003 |
December 31, 2002 | |||||
| ASSETS |
(unaudited) |
|||||
| Homebuilding: |
||||||
| Cash and cash equivalents |
$ |
92,393 |
$ |
139,796 | ||
| Receivables |
|
10,142 |
|
10,807 | ||
| Inventory: |
||||||
| Lots and housing units, covered under sales agreements with customers |
|
413,317 |
|
400,008 | ||
| Unsold lots and housing units |
|
27,477 |
|
25,558 | ||
| Manufacturing materials and other |
|
8,717 |
|
11,108 | ||
|
|
449,511 |
|
436,674 | |||
| Property, plant and equipment, net |
|
21,998 |
|
22,126 | ||
| Reorganization value in excess of amounts allocable to identifiable assets, net |
|
41,580 |
|
41,580 | ||
| Goodwill, net |
|
6,379 |
|
6,379 | ||
| Contract land deposits |
|
229,129 |
|
231,229 | ||
| Other assets |
|
114,582 |
|
110,007 | ||
|
|
965,714 |
|
998,598 | |||
| Mortgage Banking: |
||||||
| Cash and cash equivalents |
|
3,271 |
|
3,049 | ||
| Mortgage loans held for sale, net |
|
160,430 |
|
163,410 | ||
| Mortgage servicing rights, net |
|
1,276 |
|
5,611 | ||
| Property and equipment, net |
|
969 |
|
941 | ||
| Reorganization value in excess of amounts allocable to identifiable assets, net |
|
7,347 |
|
7,347 | ||
| Other assets |
|
4,244 |
|
3,332 | ||
|
|
177,537 |
|
183,690 | |||
| Total assets |
$ |
1,143,251 |
$ |
1,182,288 | ||
(Continued)
8
NVR, Inc.
Condensed Consolidated Balance Sheets (Continued)
(dollars in thousands, except per share data)
| March 31, 2003 |
December 31, 2002 |
|||||||
| (unaudited) |
||||||||
| LIABILITIES AND SHAREHOLDERS’ EQUITY |
||||||||
| Homebuilding: |
||||||||
| Accounts payable |
$ |
137,227 |
|
$ |
145,209 |
| ||
| Accrued expenses and other liabilities |
|
174,283 |
|
|
240,018 |
| ||
| Customer deposits |
|
132,523 |
|
|
118,174 |
| ||
| Other term debt |
|
4,818 |
|
|
4,903 |
| ||
| Senior notes |
|
115,000 |
|
|
115,000 |
| ||
|
|
563,851 |
|
|
623,304 |
| |||
| Mortgage Banking: |
||||||||
| Accounts payable and other liabilities |
|
13,620 |
|
|
16,482 |
| ||
| Notes payable |
|
137,885 |
|
|
139,257 |
| ||
|
|
151,505 |
|
|
155,739 |
| |||
| Total liabilities |
|
715,356 |
|
|
779,043 |
| ||
| Commitments and contingencies |
||||||||
| Shareholders’ equity: |
||||||||
| Common stock, $0.01 par value; 60,000,000 shares authorized; 20,597,709 and 20,602,921 shares issued as of March 31, 2003 and December 31, 2002, respectively |
|
206 |
|
|
206 |
| ||
| Additional paid-in-capital |
|
292,202 |
|
|
262,867 |
| ||
| Deferred compensation trust 453,207 and 428,698 shares as of March 31, 2003 and December 31, 2002, respectively, of NVR, Inc. common stock |
|
(52,235 |
) |
|
(35,647 |
) | ||
| Deferred compensation liability |
|
52,235 |
|
|
35,647 |
| ||
| Retained earnings |
|
1,055,880 |
|
|
968,074 |
| ||
| Less treasury stock at cost—13,579,115 and 13,580,531 shares at March 31, 2003 and December 31, 2002, respectively |
|
(920,393 |
) |
|
(827,902 |
) | ||
| Total shareholders’ equity |
|
427,895 |
|
|
403,245 |
| ||
| Total liabilities and shareholders’ equity |
$ |
1,143,251 |
|
$ |
1,182,288 |
| ||
9
NVR, Inc.
Operating Activity
(unaudited)
(dollars in thousands)
| Three Months Ended March 31, | ||||||
| 2003 |
2002 | |||||
| Homebuilding data: |
||||||
| New orders (units) |
|
2,907 |
|
2,989 | ||
| New orders (dollars) |
$ |
870,844 |
$ |
860,957 | ||
| Settlements (units) |
|
2,506 |
|
2,628 | ||
| Backlog (units) |
|
6,758 |
|
5,919 | ||
| Backlog (dollars) |
$ |
2,111,187 |
$ |
1,699,214 | ||
| Mortgage banking data: |
||||||
| Loan closings |
$ |
514,897 |
$ |
477,737 | ||
| Common stock information: |
||||||
| Shares outstanding at end of period |
|
7,018,594 |
|
7,187,622 | ||
| Weighted average shares outstanding |
|
7,078,000 |
|
7,397,000 | ||
| Diluted shares outstanding |
|
8,697,000 |
|
9,385,000 | ||
10