UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D. C. 20549

FORM 10Q


[ X ]  Quarterly report pursuant to Section 13 or 15 (d) of the
       Securities Exchange Act of 1934

       For quarterly period ended APRIL 30, 1998  or

[   ]  Transition report pursuant to Section 13 or 15 (d) of the
       Securities Exchange Act of 1934

Commission file number 1-8551

Hovnanian Enterprises, Inc.
(Exact name of registrant as specified in its charter)

Delaware                                        22-1851059
(State or other jurisdiction or                 (I.R.S. Employer
incorporation or organization)                  Identification No.)

l0 Highway 35, P.O. Box 500, Red Bank, N. J.  07701
(Address of principal executive offices)

732-747-7800
(Registrant's telephone number, including area code)
Same
(Former name, former address and former fiscal year, if changed
since last report)

     Indicate by check mark whether the registrant (l) has filed all reports
required to be filed by Sections l3 or l5(d) of the Securities Exchange Act of
l934 during the preceding l2 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 [  ]

     Indicate the number of shares outstanding of each of the issuer's classes
of common stock, as of the latest practicable date.  14,065,557 Class A Common
Shares and 7,715,259 Class B Common Shares were outstanding as of May 29, 1998.

                          HOVNANIAN ENTERPRISES, INC.

                                   FORM 10Q

                                     INDEX

                                                              PAGE NUMBER

PART I.   Financial Information
     Item l.  Consolidated Financial Statements:

              Consolidated Balance Sheets at April 30,
                1998 (unaudited) and October 31, 1997              3

              Consolidated Statements of Income for the three
                and six months ended April 30, 1998 and 1997
                (unaudited)                                        5

              Consolidated Statements of Stockholders' Equity
                for the six months ended April 30, 1998
                (unaudited)                                        6

              Consolidated Statements of Cash Flows for
                the six months ended April 30, 1998
                and 1997 (unaudited)                               7

              Notes to Consolidated Financial
                Statements (unaudited)                             8

     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                                          19

     Item 6(b).  Exhibit 27 - Financial Data Schedules

     Item 6(c).  No reports on Form 8K have been filed during
                 the quarter for which this report is filed.

Signatures                                                        20

HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In Thousands)
April 30, October 31, ASSETS 1998 1997 ----------- ----------- Homebuilding: Cash and cash equivalents....................... $ 9,807 $ 7,952 ----------- ----------- Inventories - At cost, not in excess of fair value: Sold and unsold homes and lots under development.................................. 378,503 363,592 Land and land options held for future development or sale......................... 35,596 46,801 ----------- ----------- Total Inventories........................... 414,099 410,393 ----------- ----------- Receivables, deposits, and notes................ 43,503 35,723 ----------- ----------- Property, plant, and equipment - net............ 17,434 18,027 ----------- ----------- Prepaid expenses and other assets............... 35,370 36,708 ----------- ----------- Total Homebuilding.......................... 520,213 508,803 ----------- ----------- Financial Services: Cash and cash equivalents....................... 1,479 2,598 Mortgage loans held for sale.................... 44,322 48,382 Other assets.................................... 2,736 2,518 ----------- ----------- Total Financial Services.................... 48,537 53,498 ----------- ----------- Investment Properties: Held for sale: Rental property - net......................... 4,777 23,920 Land and improvements......................... 19,214 15,026 Other assets.................................. 128 1,397 Held for investment: Rental property - net......................... `10,980 11,412 Other assets.................................. 1,378 1,835 ----------- ----------- Total Investment Properties................. 36,477 53,590 ----------- ----------- Collateralized Mortgage Financing: Collateral for bonds payable.................... 6,883 7,999 Other assets.................................... 574 627 ----------- ----------- Total Collateralized Mortgage Financing..... 7,457 8,626 ----------- ----------- Income Taxes Receivable - Including deferred tax benefits........................................ 12,222 12,565 ----------- ----------- Total Assets...................................... $624,906 $637,082 =========== =========== See notes to consolidated financial statements.
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES CONSOLIDATED BALANCE SHEETS (In Thousands)
April 30, October 31, LIABILITIES AND STOCKHOLDERS' EQUITY 1998 1997 ----------- ----------- Homebuilding: Nonrecourse land mortgages........................ $ 17,324 $ 20,625 Accounts payable and other liabilities............ 38,696 45,521 Customers' deposits............................... 22,482 22,422 Nonrecourse mortgages secured by operating properties...................................... 3,782 3,830 ----------- ----------- Total Homebuilding............................ 82,284 92,398 ----------- ----------- Financial Services: Accounts payable and other liabilities............ 1,432 1,522 Mortgage warehouse line of credit................. 39,974 45,823 ----------- ----------- Total Financial Services...................... 41,406 47,345 ----------- ----------- Investment Properties: Accounts payable and other liabilities............ 1,751 502 Nonrecourse mortgages secured by rental property.. 5,669 19,241 ----------- ----------- Total Investment Properties................... 7,420 19,743 ----------- ----------- Collateralized Mortgage Financing: Accounts payable and other liabilities............ 10 10 Bonds collateralized by mortgages receivable...... 6,695 7,855 ----------- ----------- Total Collateralized Mortgage Financing....... 6,705 7,865 ----------- ----------- Notes Payable: Revolving credit agreement........................ 101,425 95,000 Subordinated notes................................ 190,000 190,000 Accrued interest.................................. 5,858 5,969 ----------- ----------- Total Notes Payable........................... 297,283 290,969 ----------- ----------- Total Liabilities............................. 435,098 458,320 ----------- ----------- Stockholders' Equity: Preferred Stock,$.01 par value-authorized 100,000 shares; none issued Common Stock,Class A,$.01 par value-authorized 87,000,000 shares; issued 15,765,353 shares (including 1,594,274 shares held in Treasury)... 157 156 Common Stock,Class B,$.01 par value-authorized 13,000,000 shares; issued 8,069,782 shares (including 345,874 shares held in Treasury)..... 80 81 Paid in Capital................................... 34,512 33,935 Retained Earnings................................. 168,705 157,779 Treasury Stock - at cost.......................... (13,646) (13,189) ----------- ----------- Total Stockholders' Equity.................... 189,808 178,762 ----------- ----------- Total Liabilities and Stockholders' Equity.......... $624,906 $637,082 =========== =========== See notes to consolidated financial statements.
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF INCOME (In Thousands Except Per Share Data)
Three Months Ended Six Months Ended April 30, April 30, ------------------- ------------------- 1998 1997 1998 1997 --------- --------- --------- --------- Revenues: Homebuilding: Sale of homes...................... $203,567 $136,235 $407,624 $251,350 Land sales and other revenues...... 3,854 2,895 6,339 3,855 --------- --------- --------- --------- Total Homebuilding............... 207,421 139,130 413,963 255,205 Financial Services................... 4,140 1,928 7,702 3,786 Investment Properties................ 609 2,261 4,253 4,488 Collateralized Mortgage Financing.... 150 207 362 400 --------- --------- --------- --------- Total Revenues................... 212,320 143,526 426,280 263,879 --------- --------- --------- --------- Expenses: Homebuilding: Cost of sales...................... 170,806 117,695 340,606 217,912 Selling, general and administrative 15,858 11,821 31,515 21,717 Inventory impairment loss.......... 359 13,475 1,948 13,475 --------- --------- --------- --------- Total Homebuilding............... 187,023 142,991 374,069 253,104 --------- --------- --------- --------- Financial Services................... 3,580 2,408 6,791 4,800 --------- --------- --------- --------- Investment Properties: Operations......................... 753 1,642 1,876 3,204 Provisions for impairment loss..... 14,446 14,446 --------- --------- --------- --------- Total Investment Properties...... 753 16,088 1,876 17,650 --------- --------- --------- --------- Collateralized Mortgage Financing.... 157 224 359 471 --------- --------- --------- --------- Corporate General and Administration. 4,779 3,283 9,140 6,877 --------- --------- --------- --------- Interest............................. 7,990 8,016 16,466 13,508 --------- --------- --------- --------- Other Operations..................... 428 443 951 1,251 --------- --------- --------- --------- Total Expenses................... 204,710 173,453 409,652 297,661 --------- --------- --------- --------- Income (Loss) Before Income Taxes...... 7,610 (29,927) 16,628 (33,782) --------- --------- --------- --------- State and Federal Income Taxes: State................................ 596 (123) 1,244 242 Federal.............................. 2,001 (10,662) 4,458 (13,108) --------- --------- --------- --------- Total Taxes........................ 2,597 (10,785) 5,702 (12,866) --------- --------- --------- --------- Net Income (Loss)...................... $ 5,013 $(19,142) $ 10,926 $(20,916) ========= ========= ========= ========= Basic and Diluted Earnings (Loss) Per Common Share........................ $ 0.23 $ (0.83) $ 0.50 $ (0.91) ========= ========= ========= ========= See notes to consolidated financial statements.
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Dollars In Thousands)
A Common Stock B Common Stock ------------------- ------------------- Shares Shares Issued and Issued and Paid-In Retained Treasury Outstanding Amount Outstanding Amount Capital Earnings Stock Total ----------- ------ ----------- ------ ------- -------- -------- -------- Balance, October 31, 1997. 14,097,841 $156 7,754,812 $81 $33,935 $157,779 ($13,189) $178,762 Sale of Common Stock under employee stock option plan.................... 106,334 577 577 Conversion of Class B to Class A Common Stock.... 30,904 1 (30,904) (1) Treasury stock purchases.. (64,000) (457) (457) Net Income................ 10,926 10,926 ----------- ------ ----------- ------ ------- -------- -------- -------- Balance, April 30, 1998... 14,171,079 $157 7,723,908 $80 $34,512 $168,705 ($13,646) $189,808 =========== ====== =========== ====== ======= ======== ======== ======== See notes to consolidated financial statements.
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES CONSOLIDATED STATEMENTS OF CASH FLOWS (In Thousands)
Six Months Ended April 30, --------------------- 1998 1997 ---------- ---------- Cash Flows From Operating Activities: Net Income (Loss)................................... $ 10,926 $ (20,916) Adjustments to reconcile net income to net cash used in operating activities: Depreciation.................................... 1,936 2,928 (Gain)loss on sale and retirement of property and assets.................................... (2,690) (92) Deferred income taxes........................... 2,336 (8,784) Provision to reduce inventory to net realizable value.............................. 1,948 27,921 Decrease (increase) in assets: Escrow cash................................... (472) 2,619 Receivables, prepaids and other assets........ (7,453) (17,335) Mortgage notes receivable..................... 5,819 38,028 Inventories................................... (5,654) (74,471) Increase (decrease) in liabilities: State and Federal income taxes................ (1,992) (11,378) Customers' deposits........................... 179 11,952 Interest and other accrued liabilities........ (2,490) (1,265) Post development completion costs............. 1,349 (4,213) Accounts payable.............................. (4,739) (10,271) ---------- ---------- Net cash provided by (used) in operating activities................................ (997) (65,277) ---------- ---------- Cash Flows From Investing Activities: Proceeds from sale of property and assets........... 22,119 - Purchase of property................................ (1,230) (1,580) Investment in and advances to unconsolidated affiliates........................................ 403 49 Investment in income producing properties........... (4,188) (7,647) ---------- ---------- Net cash provided by (used) in investing activities................................ 17,104 (9,178) ---------- ---------- Cash Flows From Financing Activities: Proceeds from mortgages and notes................... 280,003 485,153 Principal payments on mortgages and notes........... (297,525) (409,123) Principal payments on subordinated debt............. - (10,000) Investment in mortgage notes receivable............. 1,166 535 Purchase of treasury stock.......................... (457) (1,526) Proceeds from sale of stock......................... 577 - ---------- ---------- Net cash provided by (used) in financing activities................................ (16,236) 65,039 ---------- ---------- Net Increase (Decrease) In Cash....................... (129) (9,416) Cash Balance, Beginning Of Period..................... 8,065 15,323 ---------- ---------- Cash Balance, End Of Period.......................... $ 7,936 $ 5,907 ========== ========== See notes to consolidated financial statements.
HOVNANIAN ENTERPRISES, INC. AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - UNAUDITED 1. The consolidated financial statements, except for the October 31, 1997 consolidated balance sheets, have been prepared without audit. In the opinion of management, all adjustments for interim periods presented have been made, which include only normal recurring accruals and deferrals necessary for a fair presentation of consolidated financial position, results of operations, and changes in cash flows. Results for the interim periods are not necessarily indicative of the results which might be expected for a full year. 2. Interest costs incurred, expensed and capitalized were: Three Months Ended Six Months Ended April 30, April 30, ------------------- ------------------- 1998 1997 1998 1997 -------- -------- -------- -------- (Dollars in Thousands) Interest Incurred (1): Residential (3)........... $ 6,656 $ 7,108 $ 13,298 $ 13,692 Commercial(4)............. 485 1,296 1,164 2,613 -------- -------- -------- -------- Total Incurred.......... $ 7,141 $ 8,404 $ 14,462 $ 16,305 ======== ======== ======== ======== Interest Expensed: Residential (3)........... $ 7,505 $ 6,720 $ 15,302 $ 10,895 Commercial (4)............ 485 1,296 1,164 2,613 -------- -------- -------- -------- Total Expensed......... $ 7,990 $ 8,016 $ 16,466 $ 13,508 ======== ======== ======== ======== Interest Capitalized at Beginning of Period....... $ 30,695 $ 41,551 $ 35,950 $ 39,152 Plus Interest Incurred...... 7,141 8,404 14,462 16,305 Less Interest Expensed...... 7,990 8,016 16,466 13,508 Less Charges to Reserves.... - 92 - 102 Less Impairment Adjustments. - 945 460 945 Less Sale of Assets......... - - 3,640 - -------- -------- -------- -------- Interest Capitalized at End of Period............. $ 29,846 $ 40,902 $ 29,846 $ 40,902 ======== ======== ======== ======== Interest Capitalized at End of Period (5): Residential(3)............ $ 27,340 $ 33,772 $ 27,340 $ 33,772 Commercial(2)............. 2,506 7,130 2,506 7,130 -------- -------- -------- -------- Total Capitalized....... $ 29,846 $ 40,902 $ 29,846 $ 40,902 ======== ======== ======== ======== (1) Does not include interest incurred by the Company's mortgage and finance subsidiaries. (2) Does not include a reduction for depreciation. (3) Represents acquisition interest for construction, land and development costs which is charged to interest expense when homes are delivered and when land is not under active development. (4) Represents interest allocated to or incurred on long term debt for investment properties and charged to interest expense. (5) Commercial interest includes $831,000 reported at October 31, 1996 as capitalized residential interest. This reclassification is a result of the transfer of land and related capitalized interest from homebuilding to investment properties. 3. Homebuilding accumulated depreciation at April 30, 1998 and October 31, 1997 amounted to $16,829,000 and $15,338,000, respectively. Rental property accumulated depreciation at April 30, 1998 and October 31, 1997 amounted to $3,097,000 and $10,450,000, respectively. 4. In accordance with FAS 121, the Company records impairment losses on inventories related to communities under development when events and circumstances indicate that they may be impaired and the undiscounted cash flows estimated to be generated by those assets are less than their related carrying amounts. At April 30, 1997 inventory with a carrying amount of $27,510,000 was written down to its fair value. The total amount of this writedown was $8,714,000. This was principally attributed to a $5,364,000 writedown of the Company's investment in Florida communities. This writedown was based upon management's decision to reduce its investment in Florida by accelerating sales through the reduction of sales prices and offering pricing concessions. The remainder of the writedown at April 30, 1997 was attributable to one community in New Jersey and one in Pennsylvania. The FAS 121 calculations were based on the Company's evaluation of the expected revenue less costs to complete including interest and selling costs. In addition, the Company, from time to time, will write off certain residential land options including approval, engineering and capitalized interest costs for properties management decides not to purchase. The Company wrote off such costs on two properties in New Jersey amounting to $1,589,000 and $359,000 during the three months ended January 31, 1998 and April 30, 1998, respectively. During the three months ended April 30, 1997 the Company wrote off $4,761,000 on two properties in New Jersey and one in Pennsylvania. Residential inventory FAS 121 impairment losses and option write offs are reported on the Consolidated Statements of Income as "Homebuilding-Inventory Impairment Loss." At April 30, 1997 the Company decided to exit the investment properties business. As a result, all commercial properties were no longer held for use, but held for sale. This resulted in FAS 121 impairment losses on certain investment properties. The impairment losses were the result of the properties carrying amounts exceeding their fair value less selling costs. At April 30, 1997, properties with a carrying amount of $33,820,000 were written down to their fair value. The total amount of this writedown was $12,690,000. At April 30, 1997 the Company also recorded a $1,756,000 write-off of a commercial land option including approval, engineering and capitalized interest costs. The writedowns and write-offs for the quarter ended April 30, 1997 were attributable to commercial properties in both New Jersey and Florida. Investment property FAS 121 impairment losses and option write offs are reported on the Consolidated Statements of Income as "Investment Properties - Provisions for Impairment Loss." MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS CAPITAL RESOURCES AND LIQUIDITY The Company's uses for cash during the six months ended April 30, 1998 were for operating expenses, increases in housing inventories, construction, income taxes, interest, and the repurchase of common stock. The Company provided for its cash requirements from the revolving credit facility, sales of commercial properties, and from housing and other revenues. The Company believes that these sources of cash are sufficient to finance its working capital requirements and other needs. In December 1996 the Board of Directors authorized a stock repurchase program to purchase up to 2 million shares of Class A Common Stock. As of April 30, 1998, 1,248,400 shares were repurchased under this program. The Company's bank borrowings are made pursuant to a revolving credit agreement (the "Agreement") that provides a revolving credit line of up to $245,000,000 (the "Revolving Credit Facility") through March 2000. Interest is payable monthly and at various rates of either prime plus 1/8% or Libor plus 1.625%. The Company believes that it will be able either to extend the Agreement beyond March 2000 or negotiate a replacement facility, but there can be no assurance of such extension or replacement facility. The Company currently is in compliance and intends to maintain compliance with its covenants under the Agreement. As of April 30, 1998, borrowings under the Agreement were $101,425,000. The aggregate principal amount of subordinated indebtedness issued by the Company and outstanding as of April 30, 1998 was $190,000,000. Annual sinking fund payments of $10,000,000 and $20,000,000 are required in April 2000 and 2001, respectively, with additional payments of $60,000,000 and $100,000,000 due in April 2002 and June 2005, respectively. The Company's mortgage banking subsidiary borrows under a bank warehousing arrangement. Other finance subsidiaries formerly borrowed from a multi-builder owned financial corporation and a builder owned financial corporation to finance mortgage backed securities, but in fiscal 1988 decided to cease further borrowing from multi-builder and builder owned financial corporations. These non-recourse borrowings have been generally secured by mortgage loans originated by one of the Company's subsidiaries. As of April 30, 1998, the aggregate principal amount of all such borrowings was $46,669,000. The book value of the Company's residential inventories, rental condominiums, and commercial properties completed and under development amounted to the following: April 30, October 31, 1998 1997 ------------ ------------ Residential real estate inventory.......... $414,099,000 $410,393,000 Residential rental property................ 10,980,000 11,412,000 ------------ ------------ Total Residential Real Estate............ 425,079,000 421,805,000 Commercial properties...................... 23,991,000 38,946,000 ------------ ------------ Combined Total........................... $449,070,000 $460,751,000 ============ ============ Total residential real estate increased $3,274,000 during the six months ended April 30, 1998 primarily as a result of a small inventory increase of $3,706,000. Substantially all residential homes under construction or completed and included in real estate inventory at April 30, 1998 are expected to be closed during the next twelve months. Most residential real estate completed or under development is financed through the Company's line of credit and subordinated indebtedness. The following table summarizes housing lots in the Company's active selling communities under development (including Poland): (1) (2) Homes Contracted Remaining Commun- Approved Deliv- Not Home Sites ities Lots ered Delivered Available ------- -------- ------ ---------- ---------- April 30, 1998........ 75 15,812 6,573 1,863 7,376 October 31, 1997...... 88 16,252 5,817 1,846 8,589 (1) Includes 77 and 24 lots under option at April 30, 1998 and October 31, 1997, respectively. (2) Of the total home lots available, 450 and 579 were under construction or complete (including 43 and 101 models and sales offices), 3,065 and 3,968 were under option, and 578 and 762 were financed through purchase money mortgages at April 30, 1998 and October 31, 1997, respectively. In addition, at April 30, 1998 and October 31, 1997, respectively, in substantially completed or suspended communities, the Company owned or had under option 231 and 254 home lots. The Company also controls a supply of land primarily through options for future development. This land is consistent with anticipated home building requirements in its housing markets. At April 30, 1998 the Company controlled such land to build 11,645 proposed homes, compared to 9,736 homes at October 31, 1997. The following table summarizes the Company's started or completed unsold homes in active, substantially complete and suspended communities: April 30, October 31, 1998 1997 ----------------------- ----------------------- Unsold Unsold Homes Models Total Homes Models Total ------ ------ ----- ------ ------ ----- Northeast Region.... 196 13 209 279 63 342 North Carolina...... 82 - 82 83 -- 83 Florida............. 36 7 43 47 11 58 Virginia............ 15 6 21 16 10 26 California.......... 56 16 72 60 16 76 Poland.............. 29 1 30 10 2 12 ------ ------ ----- ------ ------ ----- Total 414 43 457 495 102 597 ====== ====== ===== ====== ====== ===== The Company's commercial properties represent investments in commercial and retail facilities completed or under development (see "Investment Properties" under "Results of Operations"). At April 30, 1998, the Company had long-term non-recourse financing aggregating $5,669,000 on one commercial facility, a decrease of $13,572,000 from October 31, 1997, due to the sale of four facilities. The book value of the four facilities was $19,585,000 which was the primary reason commercial facilities declined during the six months ended April 30, 1998. Collateral Mortgage Financing - Collateral for bonds payable consist of collateralized mortgages receivable which are pledged against non-recourse collateralized mortgage obligations. Financial Services - Mortgage loans held for sale consist of residential mortgages receivable of which $43,650,000 and $47,660,000 at April 30, 1998 and October 31, 1997, respectively, are being temporarily warehoused and awaiting sale in the secondary mortgage market. The balance of such mortgages is being held as an investment by the Company. The Company may incur risk with respect to mortgages that are delinquent, but only to the extent the losses are not covered by mortgage insurance or resale value of the house. Historically, the Company has incurred minimal credit losses. RESULTS OF OPERATIONS FOR THE THREE AND SIX MONTHS ENDED APRIL 30, 1998 COMPARED TO THE THREE AND SIX MONTHS ENDED APRIL 30, 1997 The Company's operations consist primarily of residential housing development and sales in its Northeast Region (comprising of New Jersey, southern New York State and eastern Pennsylvania), North Carolina, southeastern Florida, northern Virginia, southern California and Poland. In addition, the Company develops and operates commercial properties as long-term investments in New Jersey, and, to a lesser extent, Florida, but is exiting this business (see "Investment Properties" below). Historically, the Company's first six months produces the least amount of deliveries for the year. The Company's management has made a concerted effort to change this trend using new management tools to focus on delivery evenness and through a new incentive plan. As a result, the first six months produced slightly less than 50% of the Company's estimated deliveries for fiscal 1998 compared to 35% in the first six months of fiscal 1997. By increasing deliveries from 1,318 in 1997 to 1,942 in 1998 the Company substantially increased net income from its housing operations. Management is working hard to continue this trend and is trying to ensure future quarters will show similar delivery evenness. Important indicators of the future results of the Company are recently signed contracts and home contract backlog for future deliveries. The Company's sales contracts and homes in contract (using base sales prices) by market area is set forth below: Sales Contracts for the Three Months Ended Contract Backlog April 30, as of April 30, ----------------------- -------------------- 1998 1997 1998 1997 --------- --------- --------- --------- (Dollars in Thousands) Northeast Region: Dollars............. $286,896 $211,384 $312,662 $286,424 Homes............... 1,309 1,099 1,359 1,401 North Carolina: Dollars............. $ 59,893 $ 67,494 $ 51,920 $ 62,851 Homes............... 328 366 272 333 Florida: Dollars............. $ 16,433 $ 31,107 $ 18,050 $ 39,276 Homes............... 87 185 94 222 Virginia: Dollars............. $ 13,449 $ 7,757 $ 11,025 $ 5,764 Homes............... 50 37 39 27 California: Dollars............. $ 28,304 $ 38,651 $ 14,626 $ 16,317 Homes............... 154 191 79 85 Poland: Dollars............. $ 1,609 $ 2,075 $ 2,600 $ 3,088 Homes............... 20 28 35 42 Totals: Dollars............. $406,584 $358,468 $410,883 $413,720 Homes............... 1,948 1,906 1,878 2,110 Total Revenues: Revenues for the three months ended April 30, 1998 increased $68.8 million or 47.9%, compared to the same period last year. This was the result of a $67.3 million increase in revenues from the sale of homes, a $1.0 million increase in land sales and other homebuilding revenues and a $2.2 million increase in financial services revenues. The increases were partially offset by a $1.7 million decrease in investment properties revenues. Revenues for the six months ended April 30, 1998 increased $162.4 million or 61.5%, compared to the same period last year. This was the result of a $156.3 million increase in revenues from the sale of homes, a $2.5 million increase in land sales and other homebuilding revenues, and a $3.9 million increase in financial services revenues. The increases were partially offset by a $0.3 million decrease in investment properties revenues. Homebuilding: Revenues from the sale of homes increased $67.3 million or 49.4% during the three months ended April 30, 1998, and increased $156.3 million or 62.2% during the six months ended April 30, 1998, compared to the same period last year. Revenues from sales of homes are recorded at the time each home is delivered and title and possession have been transferred to the buyer. Information on homes delivered by market area is set forth below: Three Months Ended Six Months Ended April 30, April 30, ------------------- ------------------ 1998 1997 1998 1997 --------- -------- -------- -------- (Dollars in Thousands) Northeast Region: Housing Revenues..... $136,133 $ 70,678 $275,144 $134,118 Homes Delivered...... 597 345 1,237 675 North Carolina: Housing Revenues..... $ 28,264 $ 26,341 $ 53,940 $ 48,383 Homes Delivered...... 153 139 288 266 Florida: Housing Revenues..... $ 15,254 $ 17,042 $ 24,766 $ 30,870 Homes Delivered...... 90 101 143 180 Virginia: Housing Revenues..... $ 4,843 $ 3,018 $ 10,961 $ 6,425 Homes Delivered...... 18 16 38 34 California: Housing Revenues..... $ 17,613 $ 18,489 $ 40,734 $ 30,822 Homes Delivered...... 95 95 212 152 Poland: Housing Revenues..... $ 1,460 $ 667 $ 2,079 $ 732 Homes Delivered...... 17 10 24 11 Totals: Housing Revenues..... $203,567 $136,235 $407,624 $251,350 Homes Delivered...... 970 706 1,942 1,318 The increase in the number of homes delivered was due to the Company's efforts to even out deliveries during the year as noted above. The Company was most successful in achieving evenness in its Northeast Region and California. In Florida, deliveries declined since the Company cut back its operations due to a dissatisfaction with its performance. During the first and second quarters of fiscal 1998 the Company has written off approval, engineering and capitalized interest costs associated with two options in New Jersey amounting to $1,589,000 and $359,000, respectively. The Company did not exercise the options because of changes in local market conditions and it was having difficulties obtaining government approvals. During the second quarter of fiscal 1997 the Company recorded impairment losses and wrote off option costs amounting to $8,714,000 and $4,761,000, respectively. See "Notes to Consolidated Financial Statements - Note 4" for an additional explanation. Cost of sales include expenses for housing and land and lot sales. A breakout of such expenses for housing sales and housing gross margin is set forth below: Three Months Ended Six Months Ended April 30, April 30, ------------------- ------------------- 1998 1997 1998 1997 -------- -------- -------- -------- (Dollars in Thousands) Sale of Homes................ $203,567 $136,235 $407,624 $251,350 Cost of Sales................ 169,220 116,522 337,748 216,305 -------- -------- -------- -------- Housing Gross Margin......... $ 34,374 $ 19,731 $ 69,876 $ 35,045 ======== ======== ======== ======== Gross Margin Percentage...... 16.9% 14.4% 17.1% 13.9% Cost of Sales expenses as a percentage of home sales revenues are presented below: Three Months Ended Six Months Ended April 30, April 30, ------------------- -------- -------- 1998 1997 1998 1997 -------- -------- -------- -------- Sale of Homes................ 100.0% 100.0% 100.0% 100.0% -------- -------- -------- -------- Cost of Sales: Housing, land & development costs.... 75.5% 76.9% 75.0% 76.9% Commissions............ 1.9% 2.0% 1.9% 2.0% Financing concessions.. 0.7% 0.9% 0.7% 0.9% Overheads.............. 5.0% 5.8% 5.3% 6.3% -------- -------- -------- -------- Total Cost of Sales.......... 83.1% 85.6% 82.9% 86.1% -------- -------- -------- -------- Gross Margin................. 16.9% 14.4% 17.1% 13.9% ======== ======== ======== ======== The Company sells a variety of home types in various local communities, each yielding a different gross margin. As a result, depending on the mix of both communities and of home types delivered, consolidated quarterly gross margin will fluctuate up or down and may not be representative of the consolidated gross margin for the year. In addition, gross margin percentages are higher in the Northeast Region compared to the Company's other markets. For the three and six months ended April 30, 1998 the Company's gross margin increased 2.5% and 3.2%, respectively, compared to the same periods last year. This can be attributed to a higher percentage of Northeast Region deliveries amounting to 67% in both the three and six months ended April 30, 1998 compared to 52% and 53% for the same periods in 1997. In addition, except for Florida, gross margins were higher in all the Company's U. S. markets. Higher margins are also attributed to the Company's housing markets being generally strong, permitting selective price increases and reduced selling incentives; positive effects from process redesign and quality programs; and an increased percentage of deliveries from better performing communities. Selling, general, and administrative expenses as a percentage of total homebuilding revenues, decreased to 7.6% for the three and six months ended April 30, 1998 from 8.5% for the prior year three and six months. Such expenses increased during the three and six months ended April 30, 1998 $4.0 million and $9.8 million, respectively, compared to the same periods last year. The percentage decrease and dollar increase in selling, general and administrative is principally due to increased deliveries. Land Sales and Other Revenues: Land sales and other revenues consist primarily of land and lot sales. A breakout of land and lot sales is set forth below: Three Months Ended Six Months Ended April 30, April 30, ------------------ -------- -------- 1998 1997 1998 1997 -------- -------- -------- -------- Land and Lot Sales................ $ 1,766 $ 1,352 $ 3,363 $ 1,896 Cost of Sales..................... 1,586 1,173 2,858 1,607 -------- -------- -------- -------- Land and Lot Sales Gross Margin... 180 179 505 289 Interest Expense.................. 159 134 317 237 -------- -------- -------- -------- Land and Lot Sales Profit Before Tax............................. $ 21 $ 45 $ 188 $ 52 ======== ======== ======== ======== Land and lot sales are incidental to the Company's residential housing operations and are expected to continue in the future but may significantly fluctuate up or down. Financial Services Financial services consist primarily of originating mortgages from sales of the Company's homes, and selling such mortgages in the secondary market and title insurance activities. For the three and six months ended April 30, 1998 financial services provided a $0.6 million and $0.9 million pretax profit, respectively, compared to losses of $0.5 million and $1.0 million for the same periods in 1997. This was a direct result of the Company's mortgage banking and title subsidiaries originating a higher volume of mortgages and title policies, respectively, due to the housing operations increased volume. The Company recently initiated efforts to originate mortgages from unrelated third parties and expects these third party loans to increase as a percentage of the Company's total loan volume over the next few years. Investment Properties Investment Properties consist of rental properties, property management, and gains or losses from the sale of such property. At the end of the second quarter of 1997 the Company announced that it was planning an orderly exit from the investment properties business. The Company is selling its investment properties (except for the two senior citizen rental communities) and during the first quarter of 1998 sold four facilities. At April 30, 1998 the Company has one retail facility remaining and is a 50% partner in a joint venture also owning a retail facility. Both are under contract and expected to close prior to the end of fiscal 1998. In addition the Company has various parcels of land approved for commercial development. The Company has contracts on all parcels and expects to close all sales by October 31, 1998. Collateralized Mortgage Financing In the years prior to February 29, 1988 the Company pledged mortgage loans originated by its mortgage banking subsidiaries against collateralized mortgage obligations ("CMO's"). Subsequently the Company discontinued its CMO program. As a result, CMO operations are diminishing as pledged loans are decreasing through principal amortization and loan payoffs, and related bonds are reduced. In recent years, as a result of bonds becoming callable, the Company has also sold a portion of its CMO pledged mortgages. Corporate General and Administrative Corporate general and administration expenses includes the operations at the Company's headquarters in Red Bank, New Jersey. Such expenses include the Company's executive offices, information services, human resources, corporate accounting, training, treasury, process redesign, internal audit, and administration of insurance, quality, and safety. As a percentage of total revenues such expenses amounted to 2.3% for both the three months ended April 30, 1998 and 1997. For the six months ended April 30, 1998 such expenses decreased to 2.1% from 2.6% for the prior year six months. Corporate general and administration expenses increased $1.5 million and $2.3 million during the three and six months ended April 30, 1998 compared to the same periods last year. These increases are primarily attributed to increased bonus accruals based on 1998 projected increase in Return on Equity, increased depreciation from the amortization of capitalized process redesign costs in prior years and increased process redesign costs in 1998. The Company has assessed and formulated a plan to resolve any year 2000 issues. The plan includes internal and external resources. The Company does not anticipate this plan to have a material impact on future earnings and is expected to be completed by the end of fiscal 1999. Interest Interest expense includes housing, land and lot, and rental properties interest. Interest expense is broken down as follows: Three Months Ended Six Months Ended April 30, April 30, ------------------ ------------------- 1998 1997 1998 1997 -------- -------- -------- -------- Sale of Homes.............. $ 7,346 $ 6,586 $ 14,985 $ 10,658 Land and Lot Sales......... 159 134 317 237 Rental Properties.......... 485 1,296 1,164 2,613 -------- -------- -------- --------- Total...................... $ 7,990 $ 8,016 $ 16,466 $ 13,508 ======== ======== ======== ========= Housing interest as a percentage of sale of homes revenues amounted to 3.6% and 3.7% for the three and six months ended April 30, 1998, respectively, compared to 4.8% and 4.3% for the three and six months ended April 30, 1997, respectively. The decrease in the percentage for the three and six months ended April 30, 1998 was primarily the result of the Company's lower levels of debt while at the same time increasing deliveries. Other Operations Other operations consist primarily of miscellaneous residential housing operations expenses, amortization of prepaid subordinated note issuance expenses and corporate owned life insurance loan interest. Total Taxes Total taxes as a percentage of income before taxes amounted to approximately 34% for the three and six months ended April 30, 1998. Due to losses in fiscal 1997, the Company recorded tax credits. Deferred federal and state income tax assets primarily represent the deferred tax benefits arising from temporary differences between book and tax income which will be recognized in future years. Inflation Inflation has a long-term effect on the Company because increasing costs of land, materials and labor result in increasing sale prices of its homes. In general, these price increases have been commensurate with the general rate of inflation in the Company's housing market and have not had a significant adverse effect on the sale of the Company's homes. A significant risk faced by the housing industry generally is that rising house costs, including land and interest costs, will substantially outpace increases in the income of potential purchasers. In recent years, in the price ranges in which it sells homes, the Company has not found this risk to be a significant problem. Inflation has a lesser short-term effect on the Company because the Company generally negotiates fixed price contracts with its subcontractors and material suppliers for the construction of its homes. These prices usually are applicable for a specified number of residential buildings or for a time period of between four to twelve months. Construction costs for residential buildings represent approximately 56% of the Company's total costs and expenses. Item 4. Submisstion to Matters to a Vote of Security Holders The Company held its annual stockholders meeting on April 14, 1998 at 10:30 a.m. in the Board Room of the American Stock Exchange, 13th floor, 86 Trinity Place, New York, New York. The following matters were voted at the meeting: . Election of all Directors to hold office until the next Annual Meeting of Stockholders. The elected Directors were: .. Kevork S. Hovnanian .. Ara K. Hovnanian .. Paul W. Buchanan .. Arthur Greenbaum .. Desmond P. McDonald .. Peter S. Reinhart .. J. Larry Sorsby .. Stephen D. Weinroth . Ratification of selection of Ernst & Young, LLP as certified independent accountants for fiscal year ending October 31, 1998. .. Votes For 87,034,211 .. Votes Against 60,226 .. Abstain 24,044 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of l934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. HOVNANIAN ENTERPRISES, INC. (Registrant) DATE: June 5, 1998 /S/J. LARRY SORSBY J. Larry Sorsby, Senior Vice President, Treasurer and Chief Financial Officer DATE: June 5, 1998 /S/PAUL W. BUCHANAN Paul W. Buchanan, Senior Vice President Corporate Controller
 

5 1000 6-MOS OCT-31-1998 APR-30-1998 11,286 0 43,503 0 414,099 553,268 34,263 16,829 624,906 228,952 206,146 237 0 0 189,571 624,906 410,987 426,280 340,606 393,186 0 0 16,466 16,628 5,702 10,926 0 0 0 10,926 0.50 0.50