UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from to
---- ----
Commission file number 1-12378
NVR, Inc.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Virginia 54-1394360
-------------------------------- ------------------------------------
(State or other jurisdiction of (IRS employer identification number)
incorporation or organization)
7601 Lewinsville Road, Suite 300
McLean, Virginia 22102
(703) 761-2000
-----------------------------------------------------------------
(Address, including zip code, and telephone number,
including area code, of registrant's principal executive offices)
(Not Applicable)
-----------------------------------------------
(Former name, former address, and former fiscal
year if changed since last report)
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
----- -----
As of July 18, 1997 there were 11,717,000 total shares of common stock
outstanding.
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS
DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Sections 12, 13, or 15 (d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court. Yes X No
----- -----
NVR, Inc.
FORM 10-Q
INDEX
=======================================================================
Page
----
PART I FINANCIAL INFORMATION
- ------
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets at June 30, 1997 (unaudited)
and December 31, 1996 ........................................ 3
Consolidated Statements of Income for the
Three Months Ended June 30, 1997 (unaudited)
and June 30, 1996 (unaudited) and the
Six Months Ended June 30, 1997 (unaudited)
and June 30, 1996 (unaudited)................................. 5
Consolidated Statements of Cash Flows for the Six
Months Ended June 30, 1997 (unaudited) and
June 30, 1996 (unaudited)..................................... 6
Notes to Consolidated Financial Statements.................... 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations........................... 9
PART II OTHER INFORMATION
- -------
Item 4. Submission of Matters to a Vote of Security Holders........... 14
Item 6. Exhibits and Reports on Form 8-K.............................. 14
Exhibit Index................................................. 15
Signature..................................................... 16
2
PART I
Item 1.
- -------
NVR, Inc.
Consolidated Balance Sheets
(dollars in thousands, except share data)
JUNE 30, 1997 DECEMBER 31, 1996
-------------- -----------------
ASSETS (unaudited)
Homebuilding:
Cash and cash equivalents $ 41,174 $ 71,533
Receivables 8,470 2,927
Inventory:
Lots and housing units, covered under
sales agreements with customers 153,644 126,456
Unsold lots and housing units 35,267 37,940
Manufacturing materials and other 5,836 7,297
--------- ---------
194,747 171,693
Property, plant and equipment, net 17,275 17,916
Reorganization value in excess of amounts
allocable to identifiable assets, net 72,592 75,818
Contract land deposits 36,612 36,383
Other assets 21,773 21,008
--------- ---------
392,643 397,278
--------- ---------
Financial Services:
Cash and cash equivalents 4,549 3,247
Mortgage loans held for sale, net 106,937 75,735
Mortgage servicing rights, net 2,070 6,309
Property and equipment, net 622 917
Reorganization value in excess of amounts
allocable to identifiable assets, net 12,244 12,788
Other assets 3,620 4,891
--------- ---------
130,042 103,887
--------- ---------
Total assets $ 522,685 $ 501,165
========= =========
See notes to consolidated financial statements.
3
NVR, Inc.
Consolidated Balance Sheets
(dollars in thousands, except share data)
JUNE 30, 1997 DECEMBER 31, 1996
------------- -----------------
(unaudited)
LIABILITIES AND SHAREHOLDERS'
EQUITY
Homebuilding:
Accounts payable $ 58,407 $ 54,894
Accrued expenses and other liabilities 85,174 85,260
Notes payable 83 86
Other term debt 14,028 14,043
Senior notes 120,000 120,000
------------ -----------
277,692 274,283
------------ -----------
Financial Services:
Accounts payable and other liabilities 8,147 7,409
Notes payable 99,023 67,463
------------ -----------
107,170 74,872
------------ -----------
Total liabilities 384,862 349,155
------------ -----------
Commitments and contingencies
Shareholders' equity:
Common stock, $0.01 par value; 60,000,000
shares authorized 19,938,540 and 19,881,515
shares issued as of June 30, 1997
and December 31, 1996, respectively 199 199
Paid-in-capital 155,844 157,842
Retained earnings 61,904 47,098
Less treasury stock at cost 8,221,540
and 6,307,108 shares at June 30, 1997
and December 31, 1996, respectively (80,124) (53,129)
------------ -----------
Total shareholders' equity 137,823 152,010
------------ -----------
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $ 522,685 $ 501,165
============ ===========
See notes to consolidated financial statements.
4
NVR, Inc.
Consolidated Statements of Income
(dollars in thousands, except per share data)
(unaudited)
THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
------------------------------ ------------------------------
1997 1996 1997 1996
---------- ----------- ---------- ----------
Homebuilding:
Revenues $ 281,437 $ 283,532 $ 520,424 $ 483,767
Other income 258 120 767 525
Cost of sales (242,809) (245,357) (450,278) (419,202)
Selling, general and administrative (17,222) (16,116) (33,316) (30,165)
Amortization of reorganization value
in excess of amounts allocable to
identifiable assets (1,613) (1,761) (3,226) (3,522)
----------- ----------- ----------- -----------
Operating income 20,051 20,418 34,371 31,403
Interest expense (4,264) (4,240) (8,321) (8,400)
----------- ----------- ----------- -----------
Homebuilding income 15,787 16,178 26,050 23,003
----------- ----------- ----------- -----------
Financial Services:
Mortgage banking fees 6,698 6,819 11,820 12,818
Interest income 1,280 1,241 2,363 2,404
Other income 108 (2) 161 1
General and administrative (5,737) (6,108) (10,766) (11,930)
Amortization of reorganization value
in excess of amounts allocable to
identifiable assets (272) (272) (544) (544)
Interest expense (869) (525) (1,259) (1,029)
----------- ----------- ----------- -----------
Operating income 1,208 1,153 1,775 1,720
Total segment income 16,995 17,331 27,825 24,723
Income tax expense (7,952) (8,561) (13,019) (12,213)
----------- ----------- ----------- -----------
Net Income $ 9,043 $ 8,770 $ 14,806 $ 12,510
=========== =========== =========== ===========
Earnings per share $ 0.71 $ 0.54 $ 1.13 $ 0.77
=========== =========== =========== ===========
See notes to consolidated financial statements.
5
NVR, Inc.
Consolidated Statements of Cash Flows
(dollars in thousands, except share data)
(unaudited)
SIX MONTHS ENDED JUNE 30,
-----------------------------------------------
1997 1996
--------------- ---------------
Cash flows from operating activities:
Net income $ 14,806 $ 12,510
Adjustments to reconcile net income to
net cash used by operating activities:
Depreciation and amortization 6,552 7,368
Interest accrued and added to bond principal - 395
Mortgage loans closed (646,951) (611,023)
Proceeds from sales of mortgage loans 618,062 603,937
Gain on sale of mortgage servicing rights (1,143) -
Gain on sale of loans (6,507) (7,119)
Net change in assets and liabilities:
Increase in inventories (23,054) (30,577)
Increase in receivables (4,930) (1,971)
Increase in accounts payable and accrued expenses 3,646 2,879
Other, net (1,246) (1,053)
--------------- ---------------
Net cash used by operating activities (40,765) (24,654)
--------------- ---------------
Cash flows from investing activities:
Increase in funds held by trustee (347) (1,374)
Proceeds from sales of mortgage-backed securities 14,419 17,814
Purchase of property, plant and equipment (1,131) (2,026)
Principal payments on mortgage-backed securities 1,896 11,569
Proceeds from sales of mortgage servicing rights 9,184 8,150
Purchases of mortgage servicing rights - (112)
Other, net 654 1,483
--------------- ---------------
Net cash provided by investing activities 24,675 35,504
--------------- ---------------
Cash flows from financing activities:
Redemption of bonds (15,416) (27,562)
Net borrowings under notes payable 31,442 16,776
Purchases of treasury stock (29,401) (8,551)
Other, net 408 89
--------------- ---------------
Net cash used by financing activities (12,967) (19,248)
Net decrease in cash (29,057) (8,398)
Cash, beginning of the period 74,780 55,567
--------------- ---------------
Cash, end of period $ 45,723 $ 47,169
=============== ===============
Supplemental disclosures of cash flow information:
Interest paid during the period $ 10,113 $ 12,324
=============== ===============
Income taxes paid, net of refunds $ 9,799 $ 12,112
=============== ===============
See notes to consolidated financial statements.
6
NVR, Inc.
Notes to Consolidated Financial Statements
(dollars in thousands, except share data)
1. BASIS OF PRESENTATION
The accompanying unaudited, consolidated financial statements include
the accounts of NVR, Inc. ("NVR" or the "Company") and its subsidiaries.
Intercompany accounts and transactions have been eliminated in consolidation.
The statements have been prepared in accordance with generally accepted
accounting principles for interim financial information and with the
instructions to Form 10-Q and Regulation S-X. Accordingly, they do not include
all of the information and footnotes required by generally accepted accounting
principles for complete financial statements. Because the accompanying condensed
financial statements do not include all of the information and footnotes
required by generally accepted accounting principles, they should be read in
conjunction with the financial statements and notes thereto included in the
Company's 1996 Annual Report on Form 10-K. In the opinion of management, all
adjustments (consisting only of normal recurring accruals) considered necessary
for a fair presentation have been included. Operating results for the six month
period ended June 30, 1997 are not necessarily indicative of the results that
may be expected for the year ending December 31, 1997.
2. ADOPTION OF NEW ACCOUNTING PRINCIPLE
During the quarter ended March 31, 1997, the Company adopted Statement
of Financial Accounting Standards ("SFAS") No. 125, Accounting for Transfers and
Servicing of Financial Assets and Extinguishments of Liabilities. Such adoption
did not have a material impact on the Company's financial condition or results
of operations.
See Management's Discussion and Analysis of Financial Condition and
Results of Operations beginning on page 9 for a discussion of SFAS No. 128,
Earnings per Share.
3. SHAREHOLDERS' EQUITY
A summary of changes in shareholders' equity is presented below:
Common Paid-In Retained Treasury
Stock Capital Earnings Stock
--------- ---------- ----------- -----------
BALANCE, DECEMBER 31, 1996 $ 199 $ 157,842 $ 47,098 $ (53,129)
Net income - - 14,806 -
Option activity - 408 - -
Treasury stock purchases - - - (29,401)
Performance share activity - (2,406) - 2,406
--------- ---------- ----------- -----------
BALANCE, JUNE 30, 1997 $ 199 $ 155,844 $ 61,904 $ (80,124)
========= ========== =========== ===========
During the six months ended June 30, 1997, the Company repurchased
approximately 2,087,000 shares of its common stock at an aggregate purchase
price of $29,401. Approximately 172,000 of those shares were reissued from the
treasury during February 1997 in satisfaction of an employee benefit liability
accrued at December 31, 1996. The average cost basis for the shares reissued
from the treasury was $13.97 per share. In addition, 60,512 options were
exercised during the first half of 1997, with NVR realizing approximately $408
in aggregate equity proceeds.
7
NVR, Inc.
Notes to Consolidated Financial Statements
(dollars in thousands, except share data)
4. Debt
In June 1997, the Company amended and restated its working capital
revolving credit facility (the "Facility") for a three year term expiring on May
31, 2000 under an agreement with a syndicate of financial institutions. The
Facility continues to provide for borrowings up to $60,000. The amended Facility
resulted in a more favorable borrowing rate and a reduction in certain fees. The
other terms and conditions are substantially the same as those under the
facility in effect at December 31, 1996.
In June 1997, NVR Mortgage Finance, Inc. ("NVR Finance") renewed its
mortgage warehouse facility for two years. The available borrowing limit
remained at $105,000. The other terms and conditions are substantially the same
as those in effect at December 31, 1996.
During the quarter ended March 31, 1997, NVR Finance entered into an
additional annually renewable, uncommitted gestation mortgage-backed security
repurchase agreement (the "Repo Facility"). The maximum amount available under
the Repo Facility is $45,000, bringing NVR's total available borrowings under
all such similar agreements to $145,000. Amounts outstanding under the Repo
Facility accrue interest at various rates tied to the federal funds rate,
depending on the type of collateral, and are collateralized by gestation
mortgage-backed securities. The covenants under the Repo Facility are consistent
with NVR Finance's mortgage warehouse credit facility.
8
Item 2.
NVR, Inc.
MANAGEMENT'S DISCUSSION AND ANALYSIS
OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(dollars in thousands, except per share amounts)
NVR, Inc. ("NVR" or the "Company") is a holding company that operates in
two business segments: homebuilding and financial services. Holding company
general and administrative expenses are fully allocated to the homebuilding and
financial services segments in the information presented below.
HOMEBUILDING SEGMENT
Three Months Ended June 30, 1997 and 1996
During the second quarter of 1997, homebuilding operations generated
revenues of $281,437 compared to revenues of $283,532 in the second quarter of
1996. The change in revenues is primarily due to a 4.0% decrease in the number
of homes settled from 1,556 in 1996 to 1,494 in 1997, offset by a 3.1% increase
in the average settlement price from $181.3 in 1996 to $187.0 in 1997. The
decrease in settlements was due to a lower level of unit backlog at March 31,
1997 as compared to the prior March 31. New orders of 2,041 during the second
quarter of 1997 were 13.3% higher than the 1,801 new orders generated during the
prior 1996 period. The increase in new orders is attributable to the Company's
operations outside the Baltimore and Washington markets.
Gross profit margins in the second quarter of 1997 increased to 13.7%
compared to 13.5% for the second quarter of 1996. The increase in gross profit
margins was due in part to decreased costs as a result of the milder winter
weather conditions in NVR's principal markets during the first quarter of 1997
as compared to the first quarter of 1996, and to the Company's continued focus
on controlling construction costs.
SG&A expenses for the second quarter of 1997 increased $1,106 as
compared to the same 1996 period, and as a percentage of revenues increased
0.4%. The increase in SG&A was primarily due to increased costs attributable to
market expansion undertaken within the last two years, and to increased selling
and marketing expenses caused by more competitive market conditions in certain
of the Company's markets.
Backlog units and dollars were 3,143 and $601,276, respectively, at
June 30, 1997 compared to 3,101 and $563,948, respectively, at June 30, 1996.
The increase in backlog dollars is primarily due to the 1.4% increase in backlog
units, coupled with a 4% increase in average selling prices during the six
months ended June 30, 1997 as compared to the six months ended June 30, 1996.
The Company believes that earnings before interest, taxes, depreciation
and amortization ("EBITDA") provides a meaningful comparison of operating
performance of the homebuilding segment because it excludes the amortization of
certain intangible assets. Although the Company believes the calculation is
helpful in understanding the performance of the homebuilding segment, EBITDA
should not be considered a substitute for net income or cash flow as indicators
of the Company's financial performance or its ability to generate liquidity.
9
Calculation of EBITDA:
THREE MONTHS ENDED JUNE 30,
---------------------------------
1997 1996
------------- -------------
Operating income $ 20,051 $ 20,418
Depreciation 861 685
Amortization of excess reorganization
value 1,613 1,761
------------- -------------
Homebuilding EBITDA $ 22,525 $ 22,864
============= =============
% of Homebuilding revenues 8.0% 8.1%
Homebuilding EBITDA in the second quarter of 1997 was $339 or 1.5% lower
than in the second quarter of 1996, and as a percentage of revenue decreased
from 8.1% to 8.0%.
FINANCIAL SERVICES SEGMENT
Three Months Ended June 30, 1997 and 1996
The financial services segment generated operating income of $1,208 for
the three months ended June 30, 1997 compared to operating income of $1,153
during the same period in 1996. Loan closings were $349,253 and $321,795 during
the respective quarters ending June 30, 1997 and 1996, representing an increase
of 9%. This result was achieved despite the continued price competition in the
mortgage banking market.
Mortgage banking fees had a net decrease of $121, representing a 2%
decrease when comparing the respective quarters of June 30, 1997 and 1996.
Mortgage banking fees in 1997 have been impacted by the higher deferral of loan
origination income associated with increased loan inventory. The results have
also been impacted by the lower servicing fee income resulting from the decrease
in the servicing portfolio, partially offset by the higher gain on sale of
servicing rights. A summary of mortgage banking fees for the three month period
ended June 30, 1997 and 1996 is noted below:
Mortgage Banking Fees: 1997 1996
------------- -------------
Net gain on sale of loans $ 3,415 $ 3,859
Servicing 511 1,348
Title services 1,629 1,612
Gain on sale of servicing rights 1,143 -
------------- -------------
$ 6,698 $ 6,819
============= =============
Effective during the second quarter of 1997, the mortgage banking
operations sold the remaining portion of its core mortgage servicing portfolio.
The sale of the core mortgage servicing portfolio and the ongoing sale of
servicing rights on a flow basis are the result of the concentration of the
mortgage banking operations on the primary business of providing mortgage
finance and related services to NVR's homebuyers. The total servicing portfolio
at June 30, 1997 was $189,616 compared with $1,338,256 at June 30, 1996.
HOMEBUILDING SEGMENT
Six Months Ended June 30, 1997 and 1996
During the first six months of 1997, homebuilding operations generated
revenues of $520,424 compared to revenues of $483,767 in the first six months of
1996. The increase in revenues was primarily due to a 5.4% increase in the
number of homes settled from 2,663 in 1996 to 2,809 in 1997, and to a 1.9%
10
increase in the average settlement price from $180.8 in 1996 to $184.3 in 1997.
New orders increased by 5.9% to 3,486 for the six months ended June 30, 1997
compared with 3,293 for the six months ended June 30, 1996. The increase in new
orders is primarily attributable to the Company's operations outside the
Baltimore and Washington markets.
Gross profit margins for the first six months of 1997 increased to
13.5% compared to 13.3% for the six months ended June 30, 1996. The increase in
gross profit margins was primarily due to decreased costs as a result of the
milder winter weather conditions in NVR's principal markets during the first
quarter of 1997 as compared to the first quarter of 1996, and to the Company's
continued focus on controlling construction costs.
SG&A expenses for 1997 increased $3,151 as compared to the same 1996
period, and as a percentage of revenues increased 0.2%. The increase in SG&A was
primarily due to increased costs attributable to market expansion undertaken
within the last two years, increased revenues as noted above, and to increased
selling and marketing expenses caused by more competitive market conditions in
certain of the Company's markets.
Calculation of Homebuilding EBITDA:
SIX MONTHS ENDED JUNE 30,
---------------------------------------
1997 1996
------------- -------------
Operating income $ 34,371 $ 31,403
Depreciation 1,691 1,403
Amortization of excess reorganization
value 3,226 3,522
------------- -------------
Homebuilding EBITDA $ 39,288 $ 36,328
============= =============
% of Homebuilding revenues 7.5% 7.5%
Homebuilding EBITDA for the first six months of 1997 was $2,960 or 8.1%
higher than the first six months of 1996, but as a percentage of revenues was
unchanged at 7.5%.
FINANCIAL SERVICES SEGMENT
Six Months Ended June 30, 1997 and 1996
The financial services segment generated operating income of $1,775 for
the six months ended June 30, 1997 compared to operating income of $1,720 during
the same period in 1996. Loan closings were $646,951 and $611,023 during the
respective first halves of 1997 and 1996, representing an increase of 6%.
Mortgage banking fees had a net decrease of $998, representing an 8%
decrease when comparing the respective first halves of 1997 and 1996. Mortgage
banking fees in 1997 have been impacted by the higher deferral of loan
origination income associated with increased loan inventory. The results have
also been impacted by the lower servicing fee income resulting from the decrease
in the servicing portfolio, partially offset by the higher gain on sale of
servicing rights. A summary of mortgage banking fees is noted below:
Mortgage Banking Fees: 1997 1996
------------- -------------
Net gain on sale of loans $ 6,507 $ 7,119
Servicing 1,226 2,807
Title services 2,944 2,892
Gain on sale of servicing rights 1,143 -
------------- -------------
$ 11,820 $ 12,818
============= =============
11
Effective during the second quarter of 1997, the mortgage banking
operations sold the remaining portion of its core mortgage servicing portfolio.
The sale of the core mortgage servicing portfolio and the ongoing sale of
servicing rights on a flow basis are the result of the concentration of the
mortgage banking operations on the primary business of providing mortgage
finance and related services to NVR's homebuyers.
PENDING ADOPTION OF NEW ACCOUNTING PRINCIPLE
In February 1997, the Financial Accounting Standards Board issued
Statement of Financial Accounting Standards ("SFAS") No. 128, Earnings per
Share. SFAS No. 128 supersedes APB Opinion No. 15, Earnings per Share ("Opinion
No. 15"), and requires the calculation and dual presentation of Basic and
Diluted earnings per share ("EPS"), replacing the measures of Primary and Fully-
diluted EPS as reported under Opinion No. 15. SFAS No. 128 is effective for
financial statements issued for periods ending after December 15, 1997; earlier
application is not permitted. Accordingly, EPS for the periods presented on the
accompanying statements of income are calculated under the guidance of Opinion
No. 15.
Under SFAS No. 128, EPS data would have been as follows:
THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
------------------------------- ------------------------------
1997 1996 1997 1996
----------- ----------- ----------- -----------
BASIC EPS $ 0.77 $ 0.58 $ 1.21 $ 0.82
DILUTED EPS $ 0.71 $ 0.56 $ 1.12 $ 0.79
LIQUIDITY AND CAPITAL RESOURCES
NVR's homebuilding segment generally provides for its working capital
cash requirements using cash generated from operations and a short-term credit
facility. The homebuilding segment has available a $60,000 Working Capital
Revolving Credit facility (the "facility") to fund its working capital needs,
under which no amounts were outstanding at June 30, 1997.
NVR's financial services segment provides for its mortgage origination
and other operating activities using cash generated from operations as well as
various short-term credit facilities. NVR Mortgage Finance, Inc. ("NVR Finance")
has available a $105,000 mortgage warehouse facility to fund its mortgage
origination activities, under which $90,348 were outstanding at June 30, 1997.
During March 1997, NVR Finance entered into an annually renewable,
uncommitted gestation mortgage-backed security repurchase agreement (the "Repo
Facility"). The maximum amount available under the Repo Facility is $45,000,
bringing NVR's total available borrowings under all such similar agreements to
$145,000. Amounts outstanding under the Repo Facility accrue interest at various
rates tied to the federal funds rate, depending on the type of collateral and
are collateralized by gestation mortgage-backed securities. The covenants under
the Repo Facility are consistent with NVR Finance's mortgage warehouse credit
facility. There were $8,675 outstanding under all existing repurchase agreements
at June 30, 1997.
The Company believes that internally generated cash and borrowings
available under credit facilities will be sufficient to satisfy near term cash
requirements for working capital in both its homebuilding and mortgage banking
operations.
12
Other Elements Impacting Liquidity
During the six months ended June 30, 1997, the Company repurchased
approximately 2,087,000 shares of its common stock at an aggregate purchase
price of $29,401. The Company may, from time to time, repurchase additional
shares of its common stock, pursuant to repurchase authorizations by the Board
of Directors and subject to the restrictions contained within the Company's debt
agreements.
13
PART II
-------
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
- -------
NVR held its Annual Meeting of Shareholders on May 6,
1997. Two matters were voted upon at the Annual Meeting:
VOTES WITHHELD AUTHORITY
MATTER FOR TO VOTE
--------------------------------------------- ----------- ------------------
1. Election of three directors to serve
three year terms:
C. Scott Bartlett, Jr. 11,917,412 26,049
William A. Moran 11,881,648 61,813
Richard H. Norair, Sr. 11,916,948 26,513
VOTES VOTES NOT
FOR AGAINST ABSTENTIONS VOTED
----------- ----------- ----------- -----------
2. Ratification of appointment of KPMG
Peat Marwick LLP as independent auditors
for NVR 11,918,207 4,574 20,680 457,983
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
- -------
a. 11. Computation of Earnings per Share.
b. Financial Data Schedule.
c. The Company did not file any reports on Form 8-K
during the quarter ended June 30, 1997.
14
EXHIBIT INDEX
EXHIBIT
NUMBER DESCRIPTION PAGE
- ------- ----------- ----
11 Computation of Earnings per Share 17
27 Financial Data Schedule 18
15
SIGNATURE
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.
July 25, 1997 NVR, Inc.
By: /s/ Paul C. Saville
-----------------------------------
Paul C. Saville
Senior Vice President Finance,
Chief Financial Officer, and
Treasurer
16
EXHIBIT 11
NVR, INC.
Computation of Earnings Per Share
(amounts in thousands, except per share amounts)
THREE MONTHS ENDED JUNE 30, SIX MONTHS ENDED JUNE 30,
------------------------------- -------------------------------
1997 1996 1997 1996
------------- -------------- ------------- --------------
1. Net income $ 9,043 $ 8,770 $ 14,806 $ 12,510
============= ============== ============= ==============
2. Weighted average number of shares
outstanding 11,796 15,198 12,239 15,240
3. Shares issuable upon exercise
of dilutive options, warrants and
subscriptions outstanding during
period, based on average market
price 904 1,176 913 908
------------- -------------- ------------- --------------
4. Shares issuable upon exercise
of dilutive options, warrants and
subscriptions outstanding during
period, based on higher of average
or end of period market price 1,030 1,176 1,089 908
------------- -------------- ------------- --------------
5. Weighted average number of shares
and share equivalents outstanding
(2 + 3) 12,700 16,374 13,152 16.148
============= ============== ============= ==============
6. Weighted average number of shares
outstanding assuming full dilution
(2 + 4) 12,826 16,374 13,328 16,148
============= ============== ============= ==============
7. Earnings per share and
share equivalents (1/5) $ 0.71 $ 0.54 $ 1.13 $ 0.77
============= ============== ============= ==============
8. Earnings per share, assuming
full dilution (1/6) $ 0.71 $ 0.54 $ 1.11 $ 0.77
============= ============== ============= ==============
5
0000906163
NVR, INC.
1,000
U.S. DOLLARS
6-MOS
DEC-31-1997
JAN-01-1997
JUN-30-1997
1
41,174
0
8,470
0
194,747
0
17,897
0
522,685
0
120,000
0
0
156,043
(18,220)
522,685
520,424
535,535
450,278
44,082
3,770
0
9,580
27,825
13,019
14,806
0
0
0
14,806
1.13
1.11
Item represents the non-cash amortization of excess reorganization value.
