UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended May 7, 2005
Commission File number 0-6506
NOBILITY HOMES, INC.
(Exact name of registrant as specified in its charter)
Florida 59-1166102
(State or other jurisdiction (I.R.S. Employer
of incorporation or Identification No.)
organization)
3741 S.W. 7th Street
Ocala, Florida 34474
(Address of principal executive offices) (Zip Code)
(352) 732-5157
(Registrant's telephone number, including area code)
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 ____.
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes ____; No X .
The number of shares of the registrant's common stock, par value $0.10,
outstanding as of June 21, 2005 was 4,040,682.
NOBILITY HOMES, INC.
INDEX
Page
Number
PART I. Financial Information
Item 1. Financial Statements (Unaudited)
Consolidated Balance Sheets as of May 7, 2005 and
November 6, 2004 3
Consolidated Statements of Income and Comprehensive
Income for the three and six months ended May 7, 2005
and May 1, 2004 4
Consolidated Statements of Cash Flows for the six months
ended May 7, 2005 and May 1, 2004 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition 10
Item 3. Quantitative and Qualitative Disclosures About Market Risk 12
Item 4. Controls and Procedures 12
PART II. Other Information
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 13
Item 6. Exhibits and Reports on Form 8-K 13
Signatures 14
2
NOBILITY HOMES, INC.
CONSOLIDATED BALANCE SHEETS
May 7, November 6,
2005 2004
----------------- ------------------
(Unaudited)
Assets
Current Assets:
Cash and cash equivalents $ 11,693,731 $ 14,588,332
Short-term investments 332,607 777,042
Accounts receivable - trade 1,293,740 1,869,449
Inventories 8,781,616 6,908,557
Prepaid expenses and other current assets 680,072 397,179
Deferred income taxes 375,925 392,594
------------ ------------
Total current assets 23,157,691 24,933,153
Property, plant and equipment, net 3,778,276 3,265,042
Long-term investments 11,897,291 8,342,382
Other investments 1,632,946 1,446,012
Other assets 2,033,882 1,988,882
------------ ------------
Total assets $ 42,500,086 $ 39,975,471
============ ============
Liabilities and stockholders' equity Current liabilities:
Accounts payable $ 1,386,389 $ 1,494,163
Accrued compensation 1,189,514 1,031,819
Accrued expenses and other current liabilities 1,071,775 977,848
Income taxes payable 114,737 617,737
Customer deposits 5,520,534 4,327,647
------------ ------------
Total current liabilities 9,282,949 8,449,214
Deferred income taxes 152,630 152,630
------------ ------------
Total liabilities 9,435,579 8,601,844
------------ ------------
Commitments and contingent liabilities
Stockholders' equity:
Preferred stock, $.10 par value, 500,000
shares authorized, none issued - -
Common stock, $.10 par value, 10,000,000
shares authorized; 5,364,907 shares issued 536,491 536,491
Additional paid in capital 8,702,957 8,719,130
Retained earnings 31,689,027 29,732,071
Accumulated other comprehensive income 116,684 77,788
Less treasury stock at cost, 1,334,225 and
1,334,361 shares, respectively, in 2005 and 2004 (7,980,652) (7,691,853)
------------ ------------
Total stockholders' equity 33,064,507 31,373,627
------------ ------------
Total liabilities and stockholders' equity $ 42,500,086 $ 39,975,471
============ ============
The accompanying notes are an integral part of these financial statements
3
NOBILITY HOMES, INC.
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(Unaudited)
Three Months Ended Six Months Ended
------------------ ----------------
May 7, May 1, May 7, May 1,
2005 2004 2005 2004
------------------ ----------------- ----------------- -----------------
Net sales $ 15,529,132 $ 13,112,600 $ 27,040,266 $ 23,310,841
Cost of goods sold (10,960,299) (9,778,658) (19,260,000) (17,390,359)
------------ ----------- ------------ ------------
Gross profit 4,568,833 3,333,942 7,780,266 5,920,482
Selling, general and administrative expenses (2,206,848) (1,730,108) (3,999,718) (3,314,637)
------------ ----------- ------------ ------------
Operating income 2,361,985 1,603,834 3,780,548 2,605,845
------------ ----------- ------------ ------------
Other income:
Interest income 135,491 77,970 263,609 166,431
Undistributed earnings in joint venture -
Majestic 21 102,355 100,063 186,934 171,065
Miscellaneous income 9,171 3,490 10,691 32,897
------------ ----------- ------------ ------------
247,017 181,523 461,234 370,393
------------ ----------- ------------ ------------
Income before provision for income taxes 2,609,002 1,785,357 4,241,782 2,976,238
Provision for income taxes (917,000) (632,000) (1,477,000) (1,039,000)
------------ ----------- ------------ ------------
Net income 1,692,002 1,153,357 2,764,782 1,937,238
Other comprehensive income, net of tax:
Unrealized investment gain 12,246 1,727 38,896 20,803
------------ ----------- ------------ ------------
Comprehensive income $ 1,704,248 $ 1,155,084 $ 2,803,678 $ 1,958,041
============ =========== ============ ===========
Average shares outstanding
Basic 4,034,240 4,013,963 4,034,617 4,012,335
Diluted 4,145,603 4,103,980 4,146,093 4,086,440
Earnings per share
Basic $ 0.42 $ 0.29 $ 0.69 $ 0.48
Diluted $ 0.41 $ 0.28 $ 0.67 $ 0.47
Cash dividends paid per common share $ - $ - $ 0.20 $ 0.10
The accompanying notes are an integral part of these financial statements
4
NOBILITY HOMES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
----------------
May 7, May 1,
2005 2004
----------------- -----------------
Cash flows from operating activities:
Net income $ 2,764,782 $ 1,937,238
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation 135,662 115,525
Undistributed earnings in joint venture - Majestic 21 (186,934) (171,265)
Increase in cash surrender value of life insurance (45,000) (66,001)
Payment of employee expense with treasury stock 2,000 -
Decrease (increase) in:
Accounts receivable - trade 575,709 587,798
Inventories (1,873,059) (1,150,133)
Prepaid expenses and other current assets (282,893) (50,996)
(Decrease) increase in:
Accounts payable (107,774) (48,542)
Accrued compensation 157,695 (192,015)
Accrued expenses and other current liabilities 93,927 171,615
Income taxes payable (503,000) (448,500)
Customer deposits 1,192,887 511,973
--------------- --------------
Net cash provided by operating activities 1,924,002 1,196,697
--------------- --------------
Cash flows from investing activities:
Purchase of investments (3,554,909) (1,906,621)
Proceeds from maturity of short-term investments 500,000 -
Purchase of property, plant and equipment (648,896) (322,851)
--------------- --------------
Net cash used in investing activities (3,703,805) (2,229,472)
--------------- --------------
Cash flows from financing activities:
Payment of cash dividends (807,826) (401,100)
Proceeds from repayment of receivable from officer - 597,024
Proceeds from exercise of employee stock options 187,953 102,215
Purchase of treasury stock (494,925) -
--------------- -
Net cash (used in) provided by financing activities (1,114,798) 298,139
--------------- --------------
Decrease in cash and cash equivalents (2,894,601) (734,636)
Cash and cash equivalents at beginning of year 14,588,332 10,641,748
--------------- --------------
Cash and cash equivalents at end of quarter $ 11,693,731 $ 9,907,112
=============== ==============
Supplemental disclosure of cash flow information
Interest paid $ - $ -
=============== ==============
Income taxes paid $ 1,980,000 $ 1,487,500
=============== ==============
The accompanying notes are an integral part of these financial statements
5
NOBILITY HOMES, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
---------------------
The accompanying unaudited consolidated financial statements for the three and
six months ended May 7, 2005 and May 1, 2004 have been prepared in accordance
with accounting principles generally accepted in the United States of America
for interim financial information and pursuant to the rules and regulations of
the Securities and Exchange Commission for Form 10-Q. Accordingly, they do not
include all the information and footnotes required by accounting principles
generally accepted in the United States of America for complete financial
statements.
The unaudited financial information included in this report includes all
adjustments which are, in the opinion of management, necessary to reflect a fair
statement of the results for the interim periods. The operations for the three
and six months ended May 7, 2005 are not necessarily indicative of the results
of the full fiscal year.
The condensed consolidated financial statements included in this report should
be read in conjunction with the financial statements and notes thereto included
in the Registrant's November 6, 2004 Annual Report on Form 10-K.
2. Inventories
-----------
Inventories are carried at the lower of cost or market. Cost of finished home
inventories is determined on the specific identification method. Other inventory
costs are determined on a first-in, first-out basis. Inventories at May 7, 2005
and November 6, 2004 are summarized as follows:
May 7, November 6,
2005 2004
----------------- ----------------
(Unaudited)
Raw materials $ 883,360 $ 818,762
Work-in-process 120,258 126,169
Finished homes 7,373,008 5,597,646
Pre-owned manufactured homes 297,383 240,833
Model home furniture and other 107,607 125,147
----------------- ----------------
$ 8,781,616 $ 6,908,557
================= ================
6
3. Accounting for Stock Based Compensation
---------------------------------------
At May 7, 2005, the Company had a stock incentive plan (the "Plan"), which
authorizes the issuance of options to purchase common stock. The Company
has adopted the disclosure-only provisions of FAS 123, Accounting for
Stock-Based Compensation, as amended by FAS 148, Accounting for Stock Based
Compensation-Transition and Disclosure, an amendment of FASB Statement No.
123, but accounts for the plan under the recognition and measurement
principles of Accounting Principles Board Opinion No. 25 and related
interpretations. No stock-based employee compensation cost is reflected in
net income, as all options granted under those plans had an exercise price
equal to the market value of the underlying common stock on the date of
grant. If the Company had elected to recognize compensation expense for
stock options based on the fair value at grant date, consistent with the
method prescribed by FAS 123, net income and earnings per share would have
been reduced to the pro forma amounts as follows:
Three Months Ended Six Months Ended
------------------ ----------------
May 7, May 1, May 7, May 1,
2005 2004 2005 2004
---- ---- ---- ----
Net income, as reported $ 1,692,002 $ 1,153,357 $ 2,764,782 $ 1,937,238
Deduct: Total stock-based employee
compensation determined under fair value
based method for all awards, net of related
tax effects (5,263) (4,988) (10,526) (9,976)
------------ ------------ ------------- -------------
Pro forma net income $ 1,686,739 $ 1,148,369 $ 2,754,256 $ 1,927,262
============ ============ ============= =============
Earnings per share
Basic - as reported $ 0.42 $ 0.29 $ 0.69 $ 0.48
Basic - pro forma $ 0.42 $ 0.29 $ 0.68 $ 0.48
Earnings per share
Diluted - as reported $ 0.41 $ 0.28 $ 0.67 $ 0.47
Diluted - pro forma $ 0.41 $ 0.28 $ 0.66 $ 0.47
7
4. Earnings Per Share
------------------
Three Months Ended Six Months Ended
------------------ ----------------
May 7, May 1, May 7, May 1,
2005 2004 2005 2004
----------------- --------------- ----------------- ----------------
Net income $ 1,692,002 $ 1,153,357 $ 2,764,782 $ 1,937,238
============ ============ ============= =============
Weighted average shares outstanding:
Basic 4,034,240 4,013,963 4,034,617 4,012,335
Add: common stock equivalents 111,363 90,017 111,476 74,105
------------ ------------ ------------- -------------
Diluted 4,145,603 4,103,980 4,146,093 4,086,440
============ ============ ============= =============
Earnings per share:
Basic $ 0.42 $ 0.29 $ 0.69 $ 0.48
============ ============ ============= =============
Diluted $ 0.41 $ 0.28 $ 0.67 $ 0.47
============ ============ ============= =============
5. Critical Accounting Policies and Estimates
------------------------------------------
The Company applies judgment and estimates, which may have a material effect in
the eventual outcome of assets, liabilities, revenues and expenses, for accounts
receivable, inventory and goodwill. The following explains the basis and the
procedure for each asset account where judgment and material estimates are
applied.
Revenue Recognition
The Company recognizes revenue for the majority of retail sales upon the
occurrence of all the following:
o its receipt of a down payment (or with cash sales, its receipt of
total payments),
o construction of the home is complete,
o title having passed to the retail home buyer,
o funds having been deposited into the Company's account,
o the home having been delivered and set up at the retail home buyer's
site, and
o completion of any other significant obligations.
The Company recognizes sales to independent dealers upon receiving wholesale
floor plan financing or establishing retail credit approval for terms, shipping
of the home, and transferring title and risk of loss to the independent dealer.
For wholesale shipments to independent dealers, the Company has no obligations
to set up the home or to complete any other significant obligations.
Goodwill
Between 1995 and 1998 the Company acquired retail sales centers using the
purchase method of accounting. As a result, goodwill is reflected on the
consolidated balance sheets. A valuation was performed by the Company and it was
determined that the estimated fair value of the goodwill in the accounts
exceeded its book value. There is no assurance that the value of the acquired
sales centers will not decrease in the future due to changing business
conditions.
Vendor Volume Rebates
The Company receives volume rebates from its vendors based upon reaching a
certain level of purchased materials during a specified period of time. Volume
rebates are estimated based upon annual purchases, and are adjusted quarterly if
the accrued volume rebate is applicable.
8
Dealer Volume Rebates
The Company pays a volume rebate to independent dealers based upon the dollar
volume of homes purchased and paid for by the dealer in excess of a certain
specific dollar amount during a specific time period. Dealer volume rebates are
accrued when sales are recognized.
6. Recent Accounting Pronouncements
--------------------------------
In November 2004, the FASB issued SFAS 151, Inventory Costs -- an amendment of
ARB No. 43, Chapter 4 ("FAS 151"). FAS 151 amends the guidance in Accounting
Research Bulletin (ARB) No. 43, Chapter 4, to clarify the accounting for
abnormal amounts of idle facility expense, freight, handling costs, and wasted
material (spoilage). FAS 151 requires that these costs be recognized as current
period charges regardless of whether they are abnormal. In addition, FAS 151
requires that allocation of fixed production overheads to the costs of
manufacturing be based on the normal capacity of the production facilities. The
provisions of FAS 151 are effective for inventory costs incurred during fiscal
years beginning after June 15, 2005. The Company does not expect this new
standard to have a material effect on its consolidated financial position or
results of operations.
In December 2004, the FASB issued SFAS No. 123R, Share-Based Payment, ("FAS
123R"), which requires that the cost resulting for all share-based payment
transactions be recognized in the financial statements. This Statement requires
a public entity to measure the cost of employee services received in exchange
for an award of equity instruments based on the grant-date fair value of the
award (with limited exceptions). That cost will be recognized over the period
during which an employee is required to provide service in exchange for the
award--the requisite service period (usually the vesting period). No
compensation cost is recognized for equity instruments for which employees do
not render the requisite service. Employee share purchase plans will not result
in recognition of compensation cost if certain conditions are met; those
conditions are much the same as the related conditions in FAS 123. The
provisions of FAS 123R are effective as of the beginning of the first annual
reporting period that begins after June 15, 2005. The Company does not expect
this new standard to have a material effect on its consolidated financial
position or results of operations.
9
Item 2. Managements Discussion and Analysis of Results of Operations and
Financial Condition
Results of Operations
- ---------------------
For the three and six month periods ended May 7, 2005 and May 1, 2004,
results of operations are as follows. Total net sales in second quarter 2005
increased 18% to $15,529,132 compared to $13,112,600 in the second quarter 2004.
Total net sales for the first six months of 2005 increased 16% to $27,040,266
compared to $23,310,841 for the first six months of 2004. The increased sales in
2005 were primarily due to the increase in Prestige same store sales. Second
quarter sales of fiscal 2005, although a record quarter, continued to be
adversely impacted by tight retail credit standards, high, although improving
unemployment and uncertain economic conditions present in the country. Although
Nobility continues to out-perform the manufactured housing industry, in the near
term we anticipate continued pressure on both sales and earnings resulting from
these factors, plus volatile pricing in lumber, OSB, sheetrock, steel and oil
related products and services. Overall, most construction materials have
increased or fluctuated widely in price over the past year with little price
stability in sight. With an improving economy, declining unemployment claims,
and increasing but still low interest rates in 2005, management expects the
demand for our homes to improve. Increased demand should also result from
building replacement homes due to last year's hurricanes.
Gross profit as a percentage of net sales was 29.4% in second quarter 2005
compared to 25.4% in second quarter 2004 and was 28.8% for the first six months
of 2005 compared to 25.4% for the first six months of 2004. The increase in
gross profit, as a percentage of sales, in 2005 was primarily due to increased
gross profits from the Prestige retail operation.
Selling, general and administrative expenses as a percent of net sales was 14.2%
in second quarter of 2005 compared to 13.2% in the second quarter of 2004 and
was 14.8% for the first six months of 2005 compared to 14.2% for the first six
months of 2004. The increase in selling, general and administrative expenses
resulted from the increase in accrued compensation expenses directly related to
the increased sales.
Other income for the second quarter of 2005 was $247,017 of which $135,491 was
from interest on cash equivalents and investments and $102,355 was from
Nobility's equity in the earnings from the Majestic 21 joint venture. In the
second quarter of 2004, other income was $181,523 of which $77,970 was from
interest on cash equivalents and investments and $100,063 was from Nobility's
equity in the earnings from the Majestic 21 joint venture. For the first six
months of 2005, other income was $461,234 of which $263,609 was from interest on
cash equivalents and investments and $186,934 was from Nobility's equity in the
earnings from the Majestic 21 joint venture. For the six months of 2004, other
income was $370,393 of which $166,431 was from interest on cash equivalents and
investments and $171,065 was from Nobility's equity in the earnings from the
Majestic 21 joint venture. The increase in interest income was primarily due to
a change in the investment portfolio to long-term marketable securities to
obtain a higher yield and a higher rate on the floating rate investments. Income
reported for Majestic 21 results from the Company's 50% share in the equity in
the earnings of this joint venture. Majestic 21 is a financing joint venture
accounted for under the equity method of accounting. Income for the joint
venture fluctuated due to higher amortization of prepaid finance charges on the
portfolio. The Company believes that its historical loss experience for this
portfolio has been favorably impacted by its ability to resell
foreclosed/repossessed homes through its network of retail sales centers.
As a result of the factors discussed above, net income for the second quarter of
2005 was $1,692,002 or $0.41 per diluted share compared to $1,153,357 or $0.28
per diluted share for the second quarter 2004. For the first six months of 2005,
net income was $2,764,782 or $0.67 per diluted share as compared to $1,937,238
or $0.47 per diluted share for the first six months of 2004.
Liquidity and Capital Resources
- -------------------------------
Cash and cash equivalents were $11,693,731 at May 7, 2005 compared to
$14,588,332 at November 6, 2004. Short and long-term investments were
$12,229,898 at May 7, 2005 compared to $9,119,424 at November 6, 2004. Working
capital was $13,874,742 at May 7, 2005 as compared to $16,483,939 at November 6,
2004. Nobility owns the entire inventory for its Prestige retail sales centers
and does not incur any third party floor plan financing expenses. Inventories
increased to $8,781,616 at May 7, 2005, from $6,908,557 at November 6, 2004
primarily due to an increase in the number of homes in inventory at the Prestige
retail sales centers, and an increase in the number of Prestige retail homes in
various stages of completion on customer's home sites. Accounts receivable trade
decreased $575,709 to $1,293,740 at May 7, 2005 from $1,869,449 at November 6,
2004.
Nobility paid an annual cash dividend of $0.20 per common share for fiscal year
2004 on January 14, 2005 in the amount of $807,826. On January 12, 2004, the
Company paid an annual cash dividend of $0.10 per common share for fiscal year
2003 in the amount of $401,100.
10
In January 2005, the Company purchased land for a new Prestige retail sales
center in Punta Gorda, Florida in the amount $350,000.
Nobility repurchased in the open market 24,200 of its common stock for $494,925
during the first six months of 2005.
Nobility maintains a revolving credit agreement with a major bank providing for
borrowing up to $4,000,000. At May 7, 2005 and November 6, 2004, there were no
amounts outstanding under this revolving credit agreement.
Consistent with normal practices, Nobility's operations are not expected to
require significant capital expenditures during the remainder of fiscal 2005.
Working capital requirements for any increase in the new home inventory for
existing and any new retail sales centers will be met with internal sources.
Critical Accounting Policies and Estimates
- ------------------------------------------
The Company applies judgment and estimates, which may have a material effect in
the eventual outcome of assets, liabilities, revenues and expenses, for accounts
receivable, inventory and goodwill. The following explains the basis and the
procedure for each asset account where judgment and estimates are applied.
Revenue Recognition
The Company recognizes revenue for the majority of retail sales upon the
occurrence of all the following:
o its receipt of a down payment (or with cash sales, its receipt of
total payments),
o construction of the home is complete,
o title having passed to the retail home buyer,
o funds having been deposited into the Company's account,
o the home having been delivered and set up at the retail home buyer's
site, and
o completion of any other significant obligations.
The Company recognizes sales to independent dealers upon receiving wholesale
floor plan financing or establishing retail credit approval for terms, shipping
of the home, and transferring title and risk of loss to the independent dealer.
For wholesale shipments to independent dealers, the Company has no obligations
to set up the home or to complete any other significant obligations.
Goodwill
Between 1995 and 1998 the Company acquired retail sales centers using the
purchase method of accounting. As a result, goodwill is reflected on the
consolidated balance sheets. A valuation was performed by the Company and it was
determined that the estimated fair value of the goodwill in the accounts
exceeded its book value. There is no assurance that the value of the acquired
sales centers will not decrease in the future due to changing business
conditions.
Vendor Volume Rebates
The Company receives volume rebates from its vendors based upon reaching a
certain level of purchased materials during a specified period of time. Volume
rebates are estimated based upon annual purchases, and are adjusted quarterly if
the accrued volume rebate is applicable.
Dealer Volume Rebates
The Company pays a volume rebate to independent dealers based upon the dollar
volume of homes purchased and paid for by the dealer in excess of a certain
specific dollar amount during a specific time period. Dealer volume rebates are
accrued when sales are recognized.
Forward-Looking Statements
- --------------------------
Certain statements in this report are forward-looking statements within the
meaning of the federal securities laws, including our statement that working
capital requirements will be met with internal sources. Although Nobility
believes that the expectations reflected in such forward-looking statements are
based on reasonable assumptions, there are risks and uncertainties that may
cause actual results to differ materially from expectations. These risks and
uncertainties include, but are not limited to, competitive pricing pressures at
both the wholesale and retail levels, increasing material costs, continued
excess retail inventory, increase in repossessions, changes in market demand,
changes in interest rates, availability of financing for retail and wholesale
purchasers, consumer confidence, adverse weather conditions that reduce sales at
retail centers, the risk of manufacturing plant shutdowns due to storms or other
factors, and the impact of marketing and cost-management programs.
11
Item 3. Quantitative and Qualitative Disclosures about Market Risk
Certain of the Company's financial instruments are subject to market risk,
including interest rate and equity price risks; however, due to the makeup of
our investment portfolio this market risk is considered minimal. The Company
manages its exposure to these risks through its regular operating and financing
activities.
We do not engage in investing in or trading market risk sensitive financial
instruments. We also do not purchase for investing, hedging, or for purposes
"other than trading" financial instruments that are likely to expose us to
significant market risk, whether interest rate, foreign currency, commodity
price, or equity price risk. The Company's financial instruments are not
currently subject to foreign currency or commodity risk. The Company has no
financial instrument held for trading purposes.
We do not have any indebtedness as of May 7, 2005. If we were to borrow from our
revolving credit agreement, we would be exposed to changes in interest rates.
Under our current policies, we do not use interest rate derivative instruments
to manage exposure to interest rate changes.
Item 4. Controls and Procedures
a. Evaluation of Disclosure Controls and Procedures. The Company's Chief
Executive Officer and Chief Financial Officer have evaluated the
effectiveness of the Company's disclosure controls and procedures (as
such term is defined in Rules 13a - 15(e) and 15d-15(e) under the
Securities Exchange Act of 1934, as amended (the "Exchange Act") as of
May 7, 2005 (the "Evaluation Date"). Based on such evaluation, such
officers have concluded that, as of the Evaluation Date, the Company's
disclosure controls and procedures are effective in alerting them on a
timely basis to material information relating to the Company (including
its consolidated subsidiaries) required to be included in the Company's
reports filed or submitted under the Exchange Act. There have been no
changes in the Company's internal controls over financial reporting
identified in connection with this evaluation that occurred during the
period covered by this report and that have materially affected, or are
reasonably likely to materially affect, the Company's internal controls
over financing reporting.
12
Part II. OTHER INFORMATION AND SIGNATURES
There were no reportable events for Item 1 and Item 3 through Item 5
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
The following table reflects stock repurchases made by the Company during the
quarter ended May 7, 2005:
Issuer Repurchases of Securities
Maximum Number (or
Total Number of Approximate $ Value)
Shares Purchased as of Shares that May
Part of Publicly Yet Be Purchased
Total Number of Average Price Paid Announced Plans or Under the Plans or
Period Shares Purchased Per Share Programs Programs(2)
------ ---------------- --------- -------- -----------
February 6, 2005
- -- March 5, 2005 -- -- -- 100,000
March 6, 2005 -
April 5, 2005 5,500(1) $21.45 5,500 100,000
April 6, 2005 -
May 7, 2005 13,700(1) 20.22 13,700 100,000
- -----------------
(1) Shares repurchased by the Company in open-market transactions.
(2) Since 1999, the Company's board of directors has authorized a share
repurchase program that permits the Company to repurchase 100,000 shares of its
common stock, subject to compliance with applicable legal restrictions and so
long as the repurchases would not have the effect of causing the Company's
common stock to be delisted from trading. Until revoked, the share repurchase
limit is automatically reset at 100,000 shares after any repurchases are made
under the share repurchase program.
Item 6. Exhibits
31. (a) Certification of Chief Executive Officer Pursuant to
Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a) or
15d-14(a) under the Securities Exchange Act of 1934
(b) Certification of Chief Financial Officer Pursuant to Section
302 of the Sarbanes-Oxley Act and Rule 13a-14(a) or 15d-14(a)
under the Securities Exchange Act of 1934
32. (a) Written Statement of Chief Executive Officer Pursuant to 18
U.S.C. ss.1350
(b) Written Statement of Chief Financial Officer Pursuant to 18
U.S.C. ss.1350
13
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
NOBILITY HOMES, INC.
DATE: June 16, 2005 By: /s/ Terry E. Trexler
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Terry E. Trexler, Chairman,
President and Chief Executive Officer
DATE: June 16, 2005 By: /s/ Thomas W. Trexler
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Thomas W. Trexler, Executive Vice
President, and Chief Financial Officer
DATE: June 16, 2005 By: /s/ Lynn J. Cramer, Jr.
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Lynn J. Cramer, Jr., Treasurer
and Principal Accounting Officer
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