1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarterly period ended August 31, 1996
or
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934.
Commission File Number 0-24210
AMERICAN HOMESTAR CORPORATION
(Exact name of registrant as specified in its charter)
TEXAS 76-0070846
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification Number)
2450 SOUTH SHORE BOULEVARD, SUITE 300, LEAGUE CITY, TEXAS 77573
(Address of principal executive offices, including zip code)
(713) 334-9700
(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
Number of shares outstanding of each of the issuer's classes of common stock,
as of October 2, 1996.
Common Stock, Par Value $.05 Per Share 8,626,170
2
PART I - FINANCIAL INFORMATION
PAGE
----
Item 1. Financial Statements
Consolidated Balance Sheets - May 31, 1996 and August 31, 1996 . . . . . . . . . . 2
Consolidated Statements of Operations - three months ended
August 31, 1995 and 1996 . . . . . . . . . . . . . . . . . . . . . . . . . . . 3
Consolidated Statements of Cash Flows - three months ended
August 31, 1995 and 1996 . . . . . . . . . . . . . . . . . . . . . . . . . . . 4
Notes to Consolidated Financial Statements . . . . . . . . . . . . . . . . . . . . 5
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . 6
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . . . . . . . . . . . . . . . . 9
1
3
PART I -- FINANCIAL INFORMATION
AMERICAN HOMESTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
MAY 31, AUGUST 31,
1996 1996
------------ ------------
ASSETS
Current assets:
Cash . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 12,178,000 $ 17,408,000
Cash in transit from financial institutions . . . . . . . . . 22,148,000 21,697,000
------------ ------------
Total cash and cash equivalents . . . . . . . . . . . . 34,326,000 39,105,000
Inventories . . . . . . . . . . . . . . . . . . . . . . . . . 35,363,000 41,247,000
Accounts receivable . . . . . . . . . . . . . . . . . . . . . 5,229,000 4,840,000
Manufacturer incentives receivable . . . . . . . . . . . . . . 1,143,000 939,000
Prepaid expenses and other current assets . . . . . . . . . . 4,625,000 4,126,000
------------ ------------
Total current assets . . . . . . . . . . . . . . . . . . 80,686,000 90,257,000
Property, plant and equipment, net . . . . . . . . . . . . . . . 19,569,000 20,738,000
Investment in affiliate . . . . . . . . . . . . . . . . . . . . . 2,435,000 2,457,000
Note receivable . . . . . . . . . . . . . . . . . . . . . . . . . 3,000,000 3,000,000
Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . 3,165,000 3,563,000
------------ ------------
$108,855,000 $120,015,000
============ ============
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Floor plan payable . . . . . . . . . . . . . . . . . . . . . . $19,886,000 24,228,000
Accounts payable . . . . . . . . . . . . . . . . . . . . . . . 10,924,000 12,230,000
Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . 12,037,000 13,892,000
Notes payable . . . . . . . . . . . . . . . . . . . . . . . . 263,000 316,000
------------ ------------
Total current liabilities . . . . . . . . . . . . . . . 43,110,000 50,666,000
Notes payable, less current installments . . . . . . . . . . . . 3,663,000 3,593,000
Other long-term liabilities . . . . . . . . . . . . . . . . . . . 3,358,000 3,999,000
Minority interest in consolidated subsidiary . . . . . . . . . . 710,000 810,000
Shareholders' equity:
Preferred stock, no par value, authorized 5,000,000 shares; no
shares issued . . . . . . . . . . . . . . . . . . . . . . . -- --
Common stock, $0.05 par value; authorized 20,000,000 shares;
issued and outstanding 8,617,170 and 8,621,420 shares at May
31, 1996 and August, 31, 1996, respectively . . . . . . . . 431,000 431,000
Additional paid-in capital . . . . . . . . . . . . . . . . . . 36,112,000 36,028,000
Retained earnings . . . . . . . . . . . . . . . . . . . . . . 21,471,000 24,488,000
------------ ------------
Total shareholders' equity 58,014,000 60,947,000
------------ ------------
$108,855,000 $120,015,000
============ ============
2
4
AMERICAN HOMESTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
THREE MONTHS ENDED AUGUST 31,
------------------------------
1995 1996
----------- ----------
Revenues:
Net sales . . . . . . . . . . . . . . . . . . . . . . . . . $53,770,000 $59,993,000
Other revenues . . . . . . . . . . . . . . . . . . . . . . . 5,886,000 6,713,000
----------- -----------
Total revenues . . . . . . . . . . . . . . . . . . . . 59,656,000 66,706,000
----------- -----------
Costs and expenses:
Cost of sales . . . . . . . . . . . . . . . . . . . . . . . 40,707,000 44,200,000
Selling, general and administrative . . . . . . . . . . . . 14,514,000 16,862,000
----------- -----------
Total costs and expenses . . . . . . . . . . . . . . . 55,221,000 61,062,000
----------- -----------
Operating income . . . . . . . . . . . . . . . . . . . 4,435,000 5,644,000
Interest expense . . . . . . . . . . . . . . . . . . . . . . . (690,000) (578,000)
Other . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29,000 40,000
----------- -----------
Income before items shown below . . . . . . . . . . . 3,774,000 5,106,000
Income tax expense . . . . . . . . . . . . . . . . . . . . . . 1,513,000 2,010,000
----------- -----------
Income before items shown below . . . . . . . . . . . 2,261,000 3,096,000
Earnings in affiliate . . . . . . . . . . . . . . . . . . . . . -- 22,000
Minority interest in income of consolidated subsidiary . . . . (79,000) (100,000)
=========== ===========
Net income . . . . . . . . . . . . . . . . . . . . . . $ 2,182,000 $ 3,018,000
=========== ===========
Earnings per common share . . . . . . . . . . . . . . . . . . . $ 0.28 $ 0.34
=========== ===========
Weighted average number of shares outstanding . . . . . . . . . 7,663,315 8,978,947
=========== ===========
3
5
AMERICAN HOMESTAR CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
THREE MONTHS ENDED AUGUST 31,
-----------------------------
1995 1996
------------ ------------
Cash flows from operating activities:
Net income . . . . . . . . . . . . . . . . . . . . . . . . . $ 2,182,000 $ 3,018,000
Adjustments to reconcile net income to net cash provided by
operating activities:
Depreciation and amortization . . . . . . . . . . . . . . 318,000 536,000
Earnings in affiliate . . . . . . . . . . . . . . . . . . -- (22,000)
Minority interest in income of consolidated subsidiary . . 79,000 100,000
Compensation expense on sale of common stock . . . . . . . 12,000 15,000
Deferred taxes . . . . . . . . . . . . . . . . . . . . . . (21,000) (33,000)
Decrease (increase) in accounts receivable . . . . . . . . (1,653,000) 389,000
Decrease in manufacturer incentive receivable . . . . . . 169,000 204,000
Decrease (increase) in inventories . . . . . . . . . . . . 1,305,000 (5,884,000)
Decrease in prepaid expenses and other current assets . . 234,000 499,000
Increase in other assets . . . . . . . . . . . . . . . . . (1,147,000) (365,000)
Increase in accounts payable . . . . . . . . . . . . . . . 744,000 1,306,000
Increase in accrued expenses and other . . . . . . . . . . 831,000 1,855,000
Increase in other liabilities . . . . . . . . . . . . . . 758,000 641,000
----------- -----------
Net cash provided by operating activities . . . . 3,811,000 2,259,000
----------- -----------
Cash flows from investing activities - purchases of property,
plant and equipment . . . . . . . . . . . . . . . . . . . (2,604,000) (1,705,000)
----------- -----------
Cash flows from financing activities:
Secondary public offering costs . . . . . . . . . . . . . . -- (129,000)
Borrowings under floor plan payable . . . . . . . . . . . . 32,601,000 40,024,000
Repayment of floor plan payable . . . . . . . . . . . . . . (34,897,000) (34,623,000)
Participations in floor plan payable . . . . . . . . . . . . (795,000) (1,059,000)
Principal payments on long-term debt . . . . . . . . . . . . (121,000) (17,000)
Borrowings under long-term debt . . . . . . . . . . . . . . 720,000 --
Exercise of stock options . . . . . . . . . . . . . . . . . -- 29,000
----------- -----------
Net cash provided by (used in) financing activities (2,492,000) 4,225,000
----------- -----------
Net increase (decrease) in cash and cash equivalents . . . . . (1,285,000) 4,779,000
Cash and cash equivalents, beginning of period . . . . . . . . 26,066,000 34,326,000
----------- -----------
Cash and cash equivalents, end of period . . . . . . . . . . . $24,781,000 $39,105,000
=========== ===========
Supplemental disclosures of cash flow information:
Cash paid for interest . . . . . . . . . . . . . . . . . . . $ 603,000 $ 1,073,000
Cash paid for income taxes . . . . . . . . . . . . . . . . . 150,000 82,000
=========== ===========
Noncash investing and financing activity - purchase of property
through the issuance of long-term debt . . . . . . . . . . . $ 2,000,000 --
=========== ===========
4
6
AMERICAN HOMESTAR CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements of
American Homestar Corporation and subsidiaries (the "Company") have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. Accordingly, they do not include all the information and footnotes
required by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (consisting of
normal recurring accruals) considered necessary for a fair presentation have
been included. Because of the seasonal nature of the Company's business,
operating results for the three months ended August 31, 1996, are not
necessarily indicative of the results that may be expected for the fiscal year
ending May 31, 1997. These condensed consolidated financial statements should
be read in conjunction with the financial statements and the notes thereto
included in the Company's latest annual report on Form 10-K.
REPURCHASE AGREEMENTS
The Company has entered into agreements with various financial institutions and
other credit sources under which the Company has agreed to repurchase
manufactured homes sold to independent dealers in the event of default by a
dealer in its obligation to such credit sources. Under the terms of such
agreements, the Company agrees to repurchase manufactured homes at declining
prices over the periods of the agreements (which generally range from twelve to
fifteen months). At August 31, 1996, the Company's contingent repurchase
liability was approximately $8.6 million.
INVENTORIES
A summary of inventories follows:
MAY 31, AUGUST 31,
1996 1996
----------- ------------
Manufactured homes:
New . . . . . . . . . . . . . . . . . . . . . $29,818,000 $33,446,000
Used . . . . . . . . . . . . . . . . . . . . 1,878,000 3,009,000
Furniture and supplies . . . . . . . . . . . 1,505,000 2,598,000
Raw materials and work-in-process . . . . . . 2,162,000 2,194,000
----------- -----------
$35,363,000 $41,247,000
=========== ===========
EARNINGS PER SHARE
The consolidated financial statements, including all references to the number
of shares of common stock and all per share information, have been adjusted to
reflect the 5-for-4 stock split effected on January 18, 1996. Earnings per
common share are computed based on the weighted average number of shares
outstanding during the periods presented and are adjusted for common stock
equivalents when dilutive.
ACQUISITIONS SUBSEQUENT TO AUGUST 31, 1996
On September 3, 1996, the Company acquired all of the common stock of Heartland
Homes, Inc. (Heartland) and certain operating assets of Manu-Fac Homes, Inc.
(Manu-Fac) for a combination of cash and notes totaling $8.9 million.
Heartland is a single-plant manufactured housing producer in Henderson, North
Carolina. Heartland markets its homes through 65 independent retailers in
North Carolina and three surrounding states. Manu-Fac was a contractually
affiliated group of independent retailers throughout North Carolina, operating
under the CHOICENTER or WESTWOOD Homes trade names. In
5
7
AMERICAN HOMESTAR CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
connection with the acquisition of such assets of Manu-Fac, these retailers
became franchisees of Associated Retailers Group, Inc., a wholly-owned
subsidiary of the Company, which will operate under the CHOICENTER or WESTWOOD
trade name.
On September 24, 1996, the Company completed the acquisition of Guerdon
Holdings, Inc. and its subsidiary, Guerdon Homes, Inc. (collectively,
"Guerdon"). Guerdon produces manufactured homes in four facilities located in
Oregon, Idaho, Nebraska and Mississippi, and sells its homes through
approximately 150 independent retailers located primarily in the Pacific
Northwest, Rocky Mountain, and South-Central regions.
6
8
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
VERTICAL INTEGRATION AND INTERNALIZATION
Several elements of the Company's growth strategy are based on an increasing
degree of vertical integration over time. By combining its retail and
manufacturing operations in fiscal 1994 and then developing transportation,
insurance and finance subsidiaries, the Company potentially benefits from
multiple income sources as the result of each retail sale. Increasing the
degree of vertical integration will affect the Company's revenues and margins
in two important ways:
o A key element of the Company's growth strategy is to increase the rate of
"internalization" of its retail sales (i.e., the proportion of new homes
sold by Company-owned retail sales centers that are manufactured by the
Company). This strategy enables the Company to earn both a manufacturing
profit and a retailing profit on those home sales; however, only retail
sales revenue is recognized. Accordingly, increasing the internalization
rate (without otherwise affecting the Company's level of manufacturing and
retailing activity) has the effect of increasing gross margins and reducing
reported revenues; however, aggregate gross profit (in dollars) is not
materially affected by changes in the internalization rate.
o Another key element of the Company's growth strategy is to increase the
degree of retail penetration of its financial services. As insurance
product penetration increases, both reported revenues and earnings should
increase without a corresponding increase in retail unit sales. Similarly,
as 21st Century Mortgage Corporation, the Company's mortgage affiliate
("21st Century") finances more of the Company's retail sales, the Company's
earnings should increase without a corresponding increase in retail unit
sales.
The recent acquisition of Heartland Homes, Inc. and Guerdon Homes, Inc. will
have the effect of adding significant revenues to the Company with little, if
any, immediate benefits of vertical integration. Those benefits should reflect
gradually, over time, as the Company executes its vertical integration strategy
in the new regional markets which these acquisitions encompass.
RESULTS OF OPERATIONS
Three months ended August 31, 1996 compared to three months ended August 31,
1995
The following table summarizes certain key sales statistics for the three
months ended August 31, 1995 and 1996:
THREE MONTHS ENDED AUGUST 31,
-----------------------------
1995 1996
-------- --------
Company-manufactured new homes sold at retail . . . . 508 769
Total new homes sold at retail . . . . . . . . . . . 994 1,153
Internalization rate (1) . . . . . . . . . . . . . . 51% 67%
Previously-owned homes sold at retail . . . . . . . . 221 320
Average retail selling price--new homes . . . . . . . $ 42,187 $ 44,191
Number of retail sales centers at end of period . . . 37 47
Manufacturing shipments . . . . . . . . . . . . . . . 854 1,026
Manufacturing shipments to independent dealers . . . 266 198
(1) The internalization rate is the proportion of new homes sold by
Company-owned retail sales centers that are manufactured by the Company.
7
9
The following table summarizes the Company's historical operating results,
expressed as a percentage of revenues, for the periods indicated:
THREE MONTHS ENDED
AUGUST 31,
------------------
1995 1996
------ ------
Total revenues . . . . . . . . . . . . . . . . . 100.0% 100.0%
Gross profit . . . . . . . . . . . . . . . . . . 31.8% 33.7%
Selling, general and administrative . . . . . . . 24.3% 25.3%
Operating income . . . . . . . . . . . . . . . . 7.4% 8.5%
Net income . . . . . . . . . . . . . . . . . . . 3.7% 4.5%
Net Sales. Net sales of manufactured homes were $60.0 million for the three
months ended August 31, 1996, compared to $53.8 million for the three months
ended August 31, 1995. The increase was primarily the result of a 21% increase
in the number of new and previously-owned homes sold at retail as well as a 5%
increase in the average selling price of new homes. The Company added three
new retail sales centers during the first quarter of fiscal 1997 in response to
continuing increases in demand for new manufactured homes.
Other Revenues. Transportation revenues for the three months ended August
31, 1996 were $3.9 million, an increase of 26% over $3.1 million for the three
months ended August 31, 1995. This increase was primarily due to an increase
in transportation activity in response to generally higher demand for
transportation services. Other revenues increased to $2.9 million (4.8% of net
sales) for the three months ended August 31, 1996, compared to $2.8 million
(5.3% of net sales) for the three months ended August 31, 1995. The decrease
in other revenues, expressed as a percentage of net sales, was primarily the
result of reduced finance participations received from independent lenders.
This decrease is consistent with the Company's vertical integration plan,
whereby, more of the Company's retail sales are being financed by the Company's
mortgage affiliate, 21st Century.
Cost of Sales. Cost of manufactured homes sold were $41 million (68.4% of
net sales) for the three months ended August 31, 1996, as compared to $38.2
million (71.0% of net sales) for the three months ended August 31, 1995. The
increase in cost of sales was primarily due to higher sales volume. The
decrease in cost of sales, expressed as a percentage of sales, was the result
of an increase in the internalization rate from 51% for the three months ended
August 31, 1995 to 67% for the three months ended August 31, 1996. Cost of
sales attributable to transportation operations for the three months ended
August 31, 1995 were $3.2 million (82.9% of transportation revenues), an
increase of 26% from $2.5 million (83.2% of transportation revenues) for the
three months ended August 31, 1995. This increase is due to increased
transportation activity.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses for the three months ended August 31, 1996, were $16.9
million (25.3% of net revenues), as compared to $14.5 million (24.3% of total
revenues) for the three months ended August 31, 1995. The increase in selling,
general and administrative expenses is attributable to increased sales,
manufacturing, transportation and insurance activities as well as an increase
in fixed costs and expenses associated with new retail sales centers and
expanded manufacturing capacity. The increase in selling, general and
administrative expenses, expressed as a percentage of total revenues, was the
result of an increase in the internalization rate from 51% for the three months
ended August 31, 1995 to 67% for the three months ended August 31, 1996. This
increase was partially offset by a decrease in warranty expenses, expressed as
a percentage of net revenues.
8
10
Interest Expense. Interest expense decreased 16% to $578,000 for the three
months ended August 31, 1996, from $690,000 for the three months ended August
31, 1995. This decrease is primarily attributable to increased participations
in floor plan debt resulting from the Company's public offering of common stock
in March 1996 and a decline in the Company's borrowing rate. This decrease was
partially offset by an increase in gross borrowings under its floor plan credit
facility to support a higher level of inventory due to the opening of new
retail sales centers.
LIQUIDITY AND CAPITAL RESOURCES.
Cash provided by operating activities was $2.3 million for the three months
ended August 31, 1996. Net income accounted for the significant cash provided
by operating activities for the three months ended August 31, 1996.
Substantial increases in inventory and other working capital items required to
open or acquire Company-owned retail sales centers accounted for most of the
cash used during these periods An important part of the Company's growth
strategy is to expand the number of Company-owned retail sales centers and
increase its manufacturing production. Management estimates the capital
required to open a new retail sales center to be approximately $1.0 to $1.25
million, primarily for inventory and working capital. Subject to continued
increases in demand, the Company may incur additional capital expenditures to
further increase its manufacturing capacity. Management currently plans to
open or acquire eight to ten retail sales centers each year for the next two
years and in connection therewith, will use cash to purchase inventory and
operating assets and for working capital purposes. Management expects
increased cash generated by the Company's retail sales centers and
manufacturing operations to substantially fund the working capital required to
open new retail sales centers.
The Company had capital expenditures of $1.7 million for the three months
ended August 31, 1996. These expenditures were used primarily to fund new
retail sales centers opened during the quarter.
The Company has a $75.0 million floor plan credit facility with Ford
Consumer Finance Company, Inc. ("Ford"), with an interest rate of prime. The
facility is similar to a revolving credit facility and is used to finance the
purchase of inventory of new homes at its retail sales centers. In order to
satisfy greater working capital requirements, and to fund capital expenditures
in connection with the Company's expanding operations, the Company increased
its gross borrowings under the facility by $5.4 million in the first quarter of
fiscal 1997. At August 31, 1996, the Company had net borrowings of $24.2
million (gross borrowings of $54.4 million less participations of $30.2
million). The Company's participations in its floor plan credit facility earn
interest at Ford's prime rate less .375%, and are immediately available to the
Company in cash. The Company believes that cash provided by operations and
available under its floor plan credit facility well be sufficient to satisfy
working capital and capital expenditure requirements over the next two years.
On September 24, 1996, the Company established a $25 million credit facility
through Bank One, Texas N.A. These funds, together with the capital raised in
the March 1996 common stock offering, will be used to support the Company's
internal growth as well as the Guerdon, Heartland and Manu-Fac acquisitions.
9
11
PART II -- OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
EXHIBIT INDEX
EXHIBIT REPORT WITH WHICH
DESCRIPTION NO. EXHIBIT WAS FILED
- ----------- ------- ---------------------
Asset Purchase Agreement by and among Associated Retailers Group, 2.1 Filed herewith
Inc., Manu-Fac Homes, Inc. and Charles E. Rumbley.
Stock Purchase Agreement by and among American Homestar 2.2 Filed herewith
Corporation, Heartland Homes, Inc., James H. Johnson, III and
Charles E. Rumbley.
Employment Agreement by and between American Homestar Corporation 2.3 Filed herewith
and James H. Johnson, III.
Employment Agreement by and between American Homestar Corporation 2.4 Filed herewith
and Charles E. Rumbley.
Amendment No. 1 to Stock Purchase Agreement by and among American 2.5 Filed herewith
Homestar Corporation, Heartland Homes, Inc., James H. Johnson,
III and Charles E. Rumbley.
Exercise and Settlement Agreement, dated September 24, 1996, by 2.6 Form 8-K dated October 9,
and among American Homestar Corporation, Guerdon Homes, Inc., 1996
Guerdon Holdings, Inc. and certain security holders of Guerdon
Homes, Inc. and Guerdon Holdings, Inc.
Restated Articles of Incorporation of American Homestar 3.1 S-1 Registration Statement
Corporation. No. 33-78630
Amended and Restated Bylaws of American Homestar Corporation. 3.2 S-1 Registration Statement
No. 33-78630
Specimen Common Stock Certificate. 4.1 S-1 Registration Statement
No. 33-78630
Shareholders Agreement, dated as of August 31, 1993, by and among 4.2 S-1 Registration Statement
American Homestar Corporation and certain shareholders of No. 33-78630
American Homestar Corporation.
Form of Amendment to Shareholders Agreement. 4.3 S-1 Registration Statement
No. 33-78630
Statement Re Computation of Per Share Earnings 11 Filed herewith
None 18
None 19
None 22
None 24
Financial Data Schedules 27 Filed herewith
None 99
(b) REPORTS ON FORM 8-K - There were no reports on Form 8-K filed for the
three months ended August 31, 1996.
10
12
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.
AMERICAN HOMESTAR CORPORATION
Date: October 10, 1996 By: /s/ Craig A. Reynolds
-------------------------------------------
Craig A. Reynolds
Executive Vice President, Chief Financial
Officer, Secretary and Director (Principal
Financial and Accounting Officer)
11
13
EXHIBIT INDEX
EX 2.1 Asset Purchase Agreement by and among Associated Retailers Group,
Inc., Manu-Fac Homes, Inc. and Charles E. Rumbley.
EX 2.2 Stock Purchase Agreement by and among American Homestar
Corporation, Heartland Homes, Inc., James H. Johnson, III and
Charles E. Rumbley.
EX 2.3 Employment Agreement by and between American Homestar Corporation
and James H. Johnson, III.
EX 2.4 Employment Agreement by and between American Homestar Corporation
and Charles E. Rumbley.
EX 2.5 Amendment No. 1 to Stock Purchase Agreement by and among American
Homestar Corporation, Heartland Homes, Inc., James H. Johnson,
III and Charles E. Rumbley.
EX 11 Statement Re Computation of Per Share Earnings
EX 27 Financial Data Schedules