Delaware
(State or Other
Jurisdiction
of Incorporation)
|
1-8551
(Commission File Number)
|
22-1851059
(I.R.S. Employer
Identification No.)
|
o |
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
|
o
|
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
|
o
|
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
|
o
|
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
|
HOVNANIAN ENTERPRISES, INC.
|
||||||
(Registrant)
|
||||||
By:
|
/s/ J. Larry Sorsby
|
|||||
Name: J. Larry Sorsby
|
||||||
Title: Executive Vice President and Chief Financial Officer
|
||||||
Exhibit Number
|
Exhibit
|
Exhibit 99
|
Earnings Press Release–Fiscal First Quarter Ended January 31, 2011.
|
HOVNANIAN ENTERPRISES, INC.
|
News Release
|
Contact:
|
J. Larry Sorsby
|
Jeffrey T. O’Keefe
|
Executive Vice President & CFO
|
Vice President, Investor Relations
|
|
732-747-7800
|
732-747-7800
|
|
RESULTS FOR THE THREE MONTH PERIOD ENDED JANUARY 31, 2011:
|
·
|
Total revenues were $252.6 million for the first quarter of fiscal 2011 compared with $319.6 million in the fiscal 2010 first quarter.
|
·
|
Homebuilding gross margin percentage, before interest expense included in cost of sales, increased year-over-year for the eighth consecutive quarter to 16.9% during the first quarter of 2011, compared to 16.0% in the same quarter a year ago.
|
·
|
Consolidated pre-tax land-related charges in the first quarter of fiscal 2011 were $13.5 million, compared with $5.0 million in last year’s first quarter.
|
·
|
Excluding land-related charges, the pre-tax loss for the first quarter of 2011 was $51.0 million compared with $52.6 million in the fiscal 2010 first quarter.
|
·
|
The total pre-tax loss during the first quarter of fiscal 2011 was $64.6 million compared to $55.0 million during the same period of the prior year.
|
·
|
For the first quarter ended January 31, 2011, the after-tax net loss was $64.1 million, or $0.82 per common share, compared with net income of $236.2 million, or $2.97 per fully diluted common share, in the first quarter of the prior year, which as a result of tax legislation changes included a federal income tax benefit of $291.3 million.
|
·
|
Net contracts during the first quarter of fiscal 2011, excluding unconsolidated joint ventures, decreased 13% to 792 homes compared to the first quarter of fiscal 2010.
|
·
|
The contract cancellation rate, excluding unconsolidated joint ventures, for the first quarter of fiscal 2011 was 22%, compared with 21% in the prior year’s first quarter.
|
·
|
At January 31, 2011, there were 188 active selling communities, excluding unconsolidated joint ventures, compared with 179 active selling communities at January 31, 2010.
|
·
|
Deliveries, excluding unconsolidated joint ventures, were 845 homes in the first quarter of fiscal 2011, compared with 1,091 homes in last year’s first quarter.
|
·
|
During the first quarter, the tax asset valuation allowance charge to earnings was $22.0 million. The valuation allowance was $833.0 million as of January 31, 2011. The valuation allowance is a non-cash reserve against the tax assets for GAAP purposes. For tax purposes, the tax deductions associated with the tax assets may be carried forward for 20 years from the date the deductions were incurred.
|
CASH AND INVENTORY AS OF JANUARY 31, 2011:
|
·
|
As of January 31, 2011, homebuilding cash was $399.3 million, including restricted cash required to collateralize letters of credit.
|
·
|
Cash flow in the first quarter of fiscal 2011 was negative $47.8 million, after spending approximately $75 million of cash to purchase approximately 1,300 lots and to develop land across the Company.
|
·
|
As of January 31, 2011, the consolidated land position was 30,864 lots, consisting of 12,153 lots under option and 18,711 owned lots.
|
·
|
For the fiscal 2011 first quarter, approximately 550 of the lots purchased were within 60 newly identified communities (defined as communities controlled subsequent to January 31, 2009).
|
·
|
Approximately 1,850 lots were put under option in 38 newly identified communities during the first quarter of fiscal 2011.
|
OTHER KEY OPERATING DATA:
|
·
|
Contract backlog, as of January 31, 2011, excluding unconsolidated joint ventures, was 1,196 homes with a sales value of $367.6 million, a decrease of 25% and 27%, respectively, compared to January 31, 2010.
|
·
|
In the first quarter of fiscal 2011, home deliveries through unconsolidated joint ventures were 47 homes, compared with 38 homes during the first quarter of 2010.
|
COMMENTS FROM MANAGEMENT:
|
WEBCAST INFORMATION:
|
ABOUT HOVNANIAN ENTERPRISES® INC.:
|
NON-GAAP FINANCIAL MEASURES:
|
Hovnanian Enterprises, Inc.
|
||||||
January 31, 2011
|
||||||
Statements of Consolidated Operations
|
||||||
(Dollars in Thousands, Except Per Share Data)
|
||||||
Three Months Ended
|
||||||
January 31,
|
||||||
2011
|
2010
|
|||||
(Unaudited)
|
||||||
Total Revenues
|
$252,567
|
$319,645
|
||||
Costs and Expenses (a)
|
316,138
|
376,814
|
||||
Gain on Extinguishment of Debt
|
-
|
2,574
|
||||
Loss from Unconsolidated Joint Ventures
|
(992)
|
(373)
|
||||
Loss Before Income Taxes
|
(64,563)
|
(54,968)
|
||||
Income Tax Benefit
|
(421)
|
(291,157)
|
||||
Net (Loss) Income
|
$(64,142)
|
$236,189
|
||||
Per Share Data:
|
||||||
Basic:
|
||||||
(Loss) Income Per Common Share
|
$(0.82)
|
$3.01
|
||||
Weighted Average Number of
|
||||||
Common Shares Outstanding (b)
|
78,598
|
78,553
|
||||
Assuming Dilution:
|
||||||
(Loss) Income Per Common Share
|
$(0.82)
|
$2.97
|
||||
Weighted Average Number of
|
||||||
Common Shares Outstanding (b)
|
78,598
|
79,536
|
||||
(a) Includes inventory impairment loss and land option write-offs.
|
||||||
(b) For periods with a net loss, basic shares are used in accordance with GAAP rules.
|
||||||
Hovnanian Enterprises, Inc.
|
||||||
January 31, 2011
|
||||||
Reconciliation of Loss Before Income Taxes to Loss Before Income Taxes Excluding Land-Related
|
||||||
Charges and Gain on Extinguishment of Debt
|
||||||
(Dollars in Thousands)
|
||||||
Three Months Ended
|
||||||
January 31,
|
||||||
2011
|
2010
|
|||||
(Unaudited)
|
||||||
Loss Before Income Taxes
|
$(64,563)
|
$(54,968)
|
||||
Inventory Impairment Loss and Land Option Write-Offs
|
13,525
|
4,966
|
||||
Gain on Extinguishment of Debt
|
-
|
(2,574)
|
||||
Loss Before Income Taxes Excluding
|
||||||
Land-Related Charges and Gain on Extinguishment of Debt (a)
|
$(51,038)
|
$(52,576)
|
||||
(a) Loss Before Income Taxes Excluding Land-Related Charges and Gain on Extinguishment of Debt is a non-GAAP Financial measure. The most directly comparable GAAP financial measure is Loss Before Income Taxes.
|
||||||
Hovnanian Enterprises, Inc.
|
||||
January 31, 2011
|
||||
Gross Margin
|
||||
(Dollars in Thousands)
|
||||
Homebuilding Gross Margin
|
||||
Three Months Ended
|
||||
January 31,
|
||||
2011
|
2010
|
|||
(Unaudited)
|
||||
Sale of Homes
|
$235,885
|
$309,353
|
||
Cost of Sales, Excluding Interest (a)
|
195,914
|
259,808
|
||
Homebuilding Gross Margin, Excluding Interest
|
39,971
|
49,545
|
||
Homebuilding Cost of Sales Interest
|
13,493
|
19,848
|
||
Homebuilding Gross Margin, Including Interest
|
$26,478
|
$29,697
|
||
Gross Margin Percentage, Excluding Interest
|
16.9%
|
16.0%
|
||
Gross Margin Percentage, Including Interest
|
11.2%
|
9.6%
|
||
Land Sales Gross Margin
|
||||
Three Months Ended
|
||||
January 31,
|
||||
2011
|
2010
|
|||
(Unaudited)
|
||||
Land Sales
|
$8,043
|
$700
|
||
Cost of Sales, Excluding Interest (a)
|
5,516
|
8
|
||
Land Sales Gross Margin, Excluding Interest
|
2,527
|
692
|
||
Land Sales Interest
|
2,133
|
-
|
||
Land Sales Gross Margin, Including Interest
|
$394
|
$692
|
||
(a) Does not include cost associated with walking away from land options or inventory impairment losses which are recorded as Inventory impairment loss and land option write-offs in the Condensed Consolidated Statements of Operations.
|
Hovnanian Enterprises, Inc.
|
|||
January 31, 2011
|
|||
Reconciliation of Net (Loss) Income to Adjusted EBITDA
|
|||
(Dollars in Thousands)
|
|||
Three Months Ended
|
|||
January 31,
|
|||
2011
|
2010
|
||
(Unaudited)
|
|||
Net (Loss) Income
|
$(64,142)
|
$236,189
|
|
Income Tax Benefit
|
(421)
|
(291,157)
|
|
Interest Expense
|
39,611
|
45,455
|
|
EBIT (a)
|
(24,952)
|
(9,513)
|
|
Depreciation
|
2,319
|
3,386
|
|
Amortization of Debt Costs
|
846
|
806
|
|
EBITDA (b)
|
(21,787)
|
(5,321)
|
|
Inventory Impairment Loss and Land Option Write-offs
|
13,525
|
4,966
|
|
Gain on Extinguishment of Debt
|
-
|
(2,574)
|
|
Adjusted EBITDA (c)
|
$(8,262)
|
$(2,929)
|
|
Interest Incurred
|
$37,827
|
$40,141
|
|
Adjusted EBITDA to Interest Incurred
|
(0.22)
|
(0.07)
|
|
(a) EBIT is a non-GAAP financial measure. The most directly comparable GAAP financial measure is net (loss) income. EBIT represents earnings before interest expense and income taxes.
|
|||
(b) EBITDA is a non-GAAP financial measure. The most directly comparable GAAP financial measure is net (loss) income. EBITDA represents earnings before interest expense, income taxes, depreciation and amortization.
|
|||
(c) Adjusted EBITDA is a non-GAAP financial measure. The most directly comparable GAAP financial measure is net (loss) income. Adjusted EBITDA represents earnings before interest expense, income taxes, depreciation, amortization, inventory impairment loss and land option write-offs, and gain on extinguishment of debt.
|
Hovnanian Enterprises, Inc.
|
|||
January 31, 2011
|
|||
Interest Incurred, Expensed and Capitalized
|
|||
(Dollars in Thousands)
|
|||
Three Months Ended
|
|||
January 31,
|
|||
2011
|
2010
|
||
(Unaudited)
|
|||
Interest Capitalized at Beginning of Period
|
$136,288
|
$164,340
|
|
Plus Interest Incurred
|
37,827
|
40,141
|
|
Less Interest Expensed
|
39,611
|
45,455
|
|
Interest Capitalized at End of Period (a)
|
$134,504
|
$159,026
|
|
(a) The Company incurred significant inventory impairments in recent years, which are determined based on total inventory including capitalized interest. However, the capitalized interest amounts are shown gross before allocating any portion of impairments to capitalized interest.
|
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands Except Share Amounts)
|
January 31,
2011
|
October 31,
2010
|
||
ASSETS
|
(Unaudited)
|
(1)
|
|
Homebuilding:
|
|||
Cash and cash equivalents
|
$311,032
|
$359,124
|
|
Restricted cash
|
105,579
|
108,983
|
|
Inventories:
|
|||
Sold and unsold homes and lots under development
|
652,742
|
591,729
|
|
Land and land options held for future
|
|||
development or sale
|
275,686
|
348,474
|
|
Consolidated inventory not owned:
|
|||
Specific performance options
|
15,626
|
21,065
|
|
Variable interest entities
|
-
|
32,710
|
|
Other options
|
4,120
|
7,962
|
|
Total consolidated inventory not owned
|
19,746
|
61,737
|
|
Total inventories
|
948,174
|
1,001,940
|
|
Investments in and advances to unconsolidated
|
|||
joint ventures
|
57,818
|
38,000
|
|
Receivables, deposits, and notes
|
51,224
|
61,023
|
|
Property, plant, and equipment – net
|
60,938
|
62,767
|
|
Prepaid expenses and other assets
|
85,333
|
83,928
|
|
Total homebuilding
|
1,620,098
|
1,715,765
|
|
Financial services:
|
|||
Cash and cash equivalents
|
5,344
|
8,056
|
|
Restricted cash
|
4,023
|
4,022
|
|
Mortgage loans held for sale
|
37,643
|
86,326
|
|
Other assets
|
2,975
|
3,391
|
|
Total financial services
|
49,985
|
101,795
|
|
Total assets
|
$1,670,083
|
$1,817,560
|
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(In Thousands Except Share Amounts)
|
January 31,
2011
|
October 31,
2010
|
||
LIABILITIES AND EQUITY
|
(Unaudited)
|
(1)
|
|
Homebuilding:
|
|||
Nonrecourse land mortgages
|
$20,946
|
$4,313
|
|
Accounts payable and other liabilities
|
269,377
|
319,749
|
|
Customers’ deposits
|
14,201
|
9,520
|
|
Nonrecourse mortgages secured by operating properties
|
20,435
|
20,657
|
|
Liabilities from inventory not owned
|
18,239
|
53,249
|
|
Total homebuilding
|
343,198
|
407,488
|
|
Financial services:
|
|||
Accounts payable and other liabilities
|
14,314
|
16,142
|
|
Mortgage warehouse line of credit
|
24,072
|
73,643
|
|
Total financial services
|
38,386
|
89,785
|
|
Notes payable:
|
|||
Senior secured notes
|
784,978
|
784,592
|
|
Senior notes
|
711,662
|
711,585
|
|
Senior subordinated notes
|
120,170
|
120,170
|
|
Accrued interest
|
32,953
|
23,968
|
|
Total notes payable
|
1,649,763
|
1,640,315
|
|
Income tax payable
|
40,035
|
17,910
|
|
Total liabilities
|
2,071,382
|
2,155,498
|
|
Equity:
|
|||
Hovnanian Enterprises, Inc. stockholders’ equity deficit:
|
|||
Preferred stock, $.01 par value - authorized 100,000
|
|||
shares; issued 5,600 shares with a liquidation
|
|||
preference of $140,000 at January 31, 2011
|
|||
and at October 31, 2010
|
135,299
|
135,299
|
|
Common stock, Class A, $.01 par value – authorized
|
|||
200,000,000 shares; issued 75,189,506 shares at
|
|||
January 31, 2011 and 74,809,683 shares at
|
|||
October 31, 2010 (including 11,694,720
|
|||
shares at January 31, 2011 and
|
|||
October 31, 2010 held in Treasury)
|
752
|
748
|
|
Common stock, Class B, $.01 par value (convertible
|
|||
to Class A at time of sale) – authorized
|
|||
30,000,000 shares; issued 15,255,969 shares at
|
|||
January 31, 2011 and 15,256,543 shares at
|
|||
October 31, 2010 (including 691,748 shares at
|
|||
January 31, 2011 and October 31, 2010 held in Treasury)
|
153
|
153
|
|
Paid in capital - common stock
|
464,579
|
463,908
|
|
Accumulated deficit
|
(887,561)
|
(823,419)
|
|
Treasury stock - at cost
|
(115,257)
|
(115,257)
|
|
Total Hovnanian Enterprises, Inc. stockholders’ equity deficit
|
(402,035)
|
(338,568)
|
|
Noncontrolling interest in consolidated joint ventures
|
736
|
630
|
|
Total equity deficit
|
(401,299)
|
(337,938)
|
|
Total liabilities and equity
|
$1,670,083
|
$1,817,560
|
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In Thousands Except Per Share Data)
(Unaudited)
|
Three Months Ended January 31,
|
|||
2011
|
2010
|
||
Revenues:
|
|||
Homebuilding:
|
|||
Sale of homes
|
$235,885
|
$309,353
|
|
Land sales and other revenues
|
9,588
|
2,686
|
|
Total homebuilding
|
245,473
|
312,039
|
|
Financial services
|
7,094
|
7,606
|
|
Total revenues
|
252,567
|
319,645
|
|
Expenses:
|
|||
Homebuilding:
|
|||
Cost of sales, excluding interest
|
201,430
|
259,816
|
|
Cost of sales interest
|
15,626
|
19,848
|
|
Inventory impairment loss and land option
|
|||
write-offs
|
13,525
|
4,966
|
|
Total cost of sales
|
230,581
|
284,630
|
|
Selling, general and administrative
|
40,207
|
43,072
|
|
Total homebuilding expenses
|
270,788
|
327,702
|
|
Financial services
|
5,470
|
5,395
|
|
Corporate general and administrative
|
15,008
|
16,213
|
|
Other interest
|
23,985
|
25,607
|
|
Other operations
|
887
|
1,897
|
|
Total expenses
|
316,138
|
376,814
|
|
Gain on extinguishment of debt
|
-
|
2,574
|
|
Loss from unconsolidated joint ventures
|
(992)
|
(373)
|
|
Loss before income taxes
|
(64,563)
|
(54,968)
|
|
State and federal income tax (benefit) provision:
|
|||
State
|
665
|
171
|
|
Federal
|
(1,086)
|
(291,328)
|
|
Total income taxes
|
(421)
|
(291,157)
|
|
Net (loss) income
|
$(64,142)
|
$236,189
|
|
Per share data:
|
|||
Basic:
|
|||
(Loss) income per common share
|
$(0.82)
|
$3.01
|
|
Weighted-average number of common
|
|||
shares outstanding
|
78,598
|
78,553
|
|
Assuming dilution:
|
|||
(Loss) income per common share
|
$(0.82)
|
$2.97
|
|
Weighted-average number of common
|
|||
shares outstanding
|
78,598
|
79,536
|
HOVNANIAN ENTERPRISES, INC.
|
||||||||||||
(DOLLARS IN THOUSANDS EXCEPT AVG. PRICE)
|
||||||||||||
(UNAUDITED)
|
Communities Under Development
|
|||||||||||
Three Months - 01/31/2011
|
||||||||||||
Net Contracts(1)
|
Deliveries
|
|||||||||||
Three Months Ended
|
Three Months Ended
|
Contract Backlog
|
||||||||||
January 31,
|
January 31,
|
January 31,
|
||||||||||
2011
|
2010
|
% Change
|
2011
|
2010
|
% Change
|
2011
|
2010
|
% Change
|
||||
Northeast
|
||||||||||||
Home
|
92
|
130
|
(29.2)%
|
101
|
168
|
(39.9)%
|
227
|
419
|
(45.8)%
|
|||
Dollars
|
$37,435
|
$55,379
|
(32.4)%
|
$43,285
|
$68,714
|
(37.0)%
|
$90,400
|
$181,398
|
(50.2)%
|
|||
Avg. Price
|
$406,902
|
$425,992
|
(4.5)%
|
$428,564
|
$409,012
|
4.8%
|
$398,238
|
$432,933
|
(8.0)%
|
|||
Mid-Atlantic
|
||||||||||||
Home
|
127
|
126
|
0.8%
|
121
|
182
|
(33.5)%
|
268
|
330
|
(18.8)%
|
|||
Dollars
|
$52,013
|
$46,949
|
10.8%
|
$46,263
|
$66,076
|
(30.0)%
|
$112,268
|
$131,587
|
(14.7)%
|
|||
Avg. Price
|
$409,559
|
$372,611
|
9.9%
|
$382,339
|
$363,055
|
5.3%
|
$418,910
|
$398,748
|
5.1%
|
|||
Midwest
|
||||||||||||
Home
|
65
|
85
|
(23.5)%
|
81
|
111
|
(27.0)%
|
206
|
227
|
(9.3)%
|
|||
Dollars
|
$12,331
|
$16,421
|
(24.9)%
|
$14,034
|
$23,404
|
(40.0)%
|
$33,987
|
$40,574
|
(16.2)%
|
|||
Avg. Price
|
$189,708
|
$193,188
|
(1.8)%
|
$173,259
|
$210,847
|
(17.8)%
|
$164,985
|
$178,740
|
(7.7)%
|
|||
Southeast
|
||||||||||||
Home
|
68
|
72
|
(5.6)%
|
68
|
94
|
(27.7)%
|
82
|
113
|
(27.4)%
|
|||
Dollars
|
$15,640
|
$17,236
|
(9.3)%
|
$15,504
|
$24,677
|
(37.2)%
|
$20,525
|
$28,652
|
(28.4)%
|
|||
Avg. Price
|
$230,000
|
$239,389
|
(3.9)%
|
$228,000
|
$262,521
|
(13.1)%
|
$250,305
|
$253,558
|
(1.3)%
|
|||
Southwest
|
||||||||||||
Home
|
357
|
356
|
0.3%
|
360
|
379
|
(5.0)%
|
334
|
328
|
1.8%
|
|||
Dollars
|
$85,787
|
$79,656
|
7.7%
|
$87,227
|
$82,124
|
6.2%
|
$90,045
|
$76,561
|
17.6%
|
|||
Avg. Price
|
$240,300
|
$223,753
|
7.4%
|
$242,297
|
$216,686
|
11.8%
|
$269,596
|
$233,421
|
15.5%
|
|||
West
|
||||||||||||
Home
|
83
|
143
|
(42.0)%
|
114
|
157
|
(27.4)%
|
79
|
176
|
(55.1)%
|
|||
Dollars
|
$22,282
|
$36,041
|
(38.2)%
|
$29,573
|
$44,358
|
(33.3)%
|
$20,353
|
$46,638
|
(56.4)%
|
|||
Avg. Price
|
$268,458
|
$252,035
|
6.5%
|
$259,412
|
$282,535
|
(8.2)%
|
$257,633
|
$264,994
|
(2.8)%
|
|||
Consolidated Total
|
||||||||||||
Home
|
792
|
912
|
(13.2)%
|
845
|
1,091
|
(22.5)%
|
1,196
|
1,593
|
(24.9)%
|
|||
Dollars
|
$225,488
|
$251,682
|
(10.4)%
|
$235,886
|
$309,353
|
(23.7)%
|
$367,578
|
$505,410
|
(27.3)%
|
|||
Avg. Price
|
$284,707
|
$275,967
|
3.2%
|
$279,155
|
$283,550
|
(1.5)%
|
$307,339
|
$317,271
|
(3.1)%
|
|||
Unconsolidated Joint Ventures
|
||||||||||||
Home
|
58
|
49
|
18.4%
|
47
|
38
|
23.7%
|
156
|
170
|
(8.2)%
|
|||
Dollars
|
$23,596
|
$23,628
|
(0.1)%
|
$22,534
|
$20,900
|
7.8%
|
$68,134
|
$88,377
|
(22.9)%
|
|||
Avg. Price
|
$406,828
|
$482,204
|
(15.6)%
|
$479,447
|
$550,000
|
(12.8)%
|
$436,756
|
$519,865
|
(16.0)%
|
|||
Total
|
||||||||||||
Home
|
850
|
961
|
(11.6)%
|
892
|
1,129
|
(21.0)%
|
1,352
|
1,763
|
(23.3)%
|
|||
Dollars
|
$249,084
|
$275,310
|
(9.5)%
|
$258,420
|
$330,253
|
(21.8)%
|
$435,712
|
$593,787
|
(26.6)%
|
|||
Avg. Price
|
$293,040
|
$286,483
|
2.3%
|
$289,709
|
$292,518
|
(1.0)%
|
$322,272
|
$336,807
|
(4.3)%
|
|||
DELIVERIES INCLUDE EXTRAS
|
||||||||||||
Notes:
|
||||||||||||
(1) Net contracts are defined as new contracts signed during the period for the purchase of homes, less cancellations of prior contracts.
|