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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 December 28, 2001
Commission file number 0-26188
PALM HARBOR HOMES, INC.
-----------------------------------------------------------
(Exact name of registrant as specified in its charter)
<Table>
Florida 59-1036634
- --------------------------------------------- ---------------------------------------
(State or other jurisdiction of incorporation (I.R.S. Employer Identification Number)
or organization)
</Table>
15303 Dallas Parkway, Suite 800, Addison, Texas 75001-4600
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(Address of principal executive offices) (Zip code)
972-991-2422
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(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) Yes X No 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.
Shares of common stock $.01 par value, outstanding on February 1, 2002 -
22,813,175.
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PALM HARBOR HOMES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
<Table>
<Caption>
DECEMBER 28, MARCH 30,
2001 2001
------------ ---------
(Unaudited)
ASSETS
Cash and cash equivalents $ 67,401 $ 61,290
Investments 28,525 25,132
Receivables 92,376 86,235
Inventories 114,458 125,917
Other current assets 6,855 8,882
------------ ---------
Total current assets 309,615 307,456
Other assets 72,059 70,798
Property, plant and equipment, net 92,000 90,114
------------ ---------
TOTAL ASSETS $ 473,674 $ 468,368
============ =========
LIABILITIES AND SHAREHOLDERS' EQUITY
Accounts payable $ 29,906 $ 33,766
Floor plan payable 132,847 144,747
Accrued liabilities 50,453 48,412
Current portion of long-term debt 173 163
------------ ---------
Total current liabilities 213,379 227,088
Long-term debt, less current portion 2,612 2,745
Deferred income taxes 1,914 2,883
Shareholders' equity:
Common stock, $.01 par value 239 239
Additional paid-in capital 54,149 54,149
Retained earnings 218,537 200,911
Accumulated other comprehensive income 3,509 2,869
------------ ---------
276,434 258,168
Less treasury shares (17,011) (16,512)
Unearned compensation (3,654) (6,004)
------------ ---------
Total shareholders' equity 255,769 235,652
------------ ---------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $ 473,674 $ 468,368
============ =========
</Table>
See accompanying notes.
1
PALM HARBOR HOMES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(Unaudited)
<Table>
<Caption>
THREE MONTHS ENDED NINE MONTHS ENDED
DECEMBER 28, DECEMBER 29, DECEMBER 28, DECEMBER 29,
2001 2000 2001 2000
------------ ------------ ------------ ------------
Net sales $ 158,787 $ 145,934 $ 504,725 $ 512,632
Cost of sales 108,984 100,403 347,423 350,658
Selling, general and
administrative expenses 41,608 38,251 126,480 127,313
------------ ------------ ------------ ------------
Income from operations 8,195 7,280 30,822 34,661
Interest expense (1,922) (3,332) (6,644) (9,531)
Interest income and other 1,944 1,323 4,155 5,624
------------ ------------ ------------ ------------
Income before income taxes
and cumulative effect of
change in accounting
principle 8,217 5,271 28,333 30,754
Income tax expense 3,044 2,104 10,707 12,267
------------ ------------ ------------ ------------
Income before cumulative effect
of change in accounting
principle 5,173 3,167 17,626 18,487
Cumulative effect of change in
accounting principle -- -- -- (2,048)
------------ ------------ ------------ ------------
Net income $ 5,173 $ 3,167 $ 17,626 $ 16,439
============ ============ ============ ============
Net income per common share -
basic and diluted $ 0.23 $ 0.14 $ 0.77 $ 0.72
============ ============ ============ ============
Weighted average common
shares outstanding - basic 22,815 22,662 22,823 22,799
============ ============ ============ ============
Weighted average common
shares outstanding - diluted 22,815 22,671 22,823 22,810
============ ============ ============ ============
</Table>
See accompanying notes.
2
PALM HARBOR HOMES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(Unaudited)
<Table>
<Caption>
NINE MONTHS ENDED
DECEMBER 28, DECEMBER 29,
2001 2000
------------ ------------
OPERATING ACTIVITIES
Income before cumulative effect of change in accounting principle $ 17,626 $ 18,487
Adjustments to reconcile income before cumulative effect of change
in accounting principle to net cash provided by operating activities:
Cumulative effect of change in accounting principle -- (2,048)
Depreciation 8,878 7,984
Amortization 71 3,053
Deferred income taxes 327 (941)
Provision for long-term incentive plan 1,857 1,342
Changes in operating assets and liabilities:
Accounts receivable (6,307) 17,082
Inventories 11,459 1,612
Prepaid expenses and other current assets 731 60
Other assets (1,332) 2,403
Accounts payable and accrued liabilities (1,819) (15,992)
------------ ------------
Cash provided by operations 31,491 33,042
Loans originated (102,531) (110,028)
Sale of loans 103,337 108,941
------------ ------------
Net cash provided by operating activities 32,297 31,955
INVESTING ACTIVITIES
Purchases of property, plant and equipment (10,764) (11,202)
Purchases of investments (10,677) (5,427)
Sales of investments 7,284 1,278
------------ ------------
Net cash used in investing activities (14,157) (15,351)
FINANCING ACTIVITIES
Net payments on floor plan payable (11,900) (284)
Principal payments on notes payable and long-term debt (123) (185)
Net purchases of treasury stock (6) (4,911)
------------ ------------
Net cash used in financing activities (12,029) (5,380)
Net increase in cash and cash equivalents 6,111 11,224
Cash and cash equivalents at beginning of period 61,290 49,138
------------ ------------
Cash and cash equivalents at end of period $ 67,401 $ 60,362
============ ============
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest $ 7,158 $ 9,011
Income taxes 15,401 12,536
</Table>
See accompanying notes.
3
PALM HARBOR HOMES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
1. Basis of Presentation
The condensed consolidated financial statements reflect all
adjustments, which include only normal recurring adjustments, which
are, in the opinion of management, necessary for a fair and accurate
presentation. Certain footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been omitted. The condensed consolidated
financial statements should be read in conjunction with the audited
financial statements for the year ended March 30, 2001. Results of
operations for any interim period are not necessarily indicative of
results to be expected for a full year.
2. Inventories
Inventories consist of the following (in thousands):
<Table>
<Caption>
DECEMBER 28, MARCH 30,
2001 2001
------------ ---------
Raw materials $ 7,377 $ 7,627
Work in process 3,040 3,075
Finished goods - manufacturing 696 68
Finished goods - retail 103,345 115,147
------------ ---------
$ 114,458 $ 125,917
============ =========
</Table>
3. Floor Plan Payable
The Company has floor plan credit facilities with financial
institutions totaling $175.0 million to finance a major portion of its
home inventory at the Company's retail superstores. These facilities
are secured by a portion of the Company's home inventory and
receivables from financial institutions. The interest rates on the
facilities range from prime (4.75% at December 28, 2001) to prime plus
2.0%. One of the Company's facilities, which expired June 30, 2001,
requires notification from the financial institution 12 months prior to
cancellation. The financial institution has extended all terms of the
existing facility indefinitely. The Company has three other facilities
which require notification from the financial institution six months
prior to cancellation. Such notification has not been received by the
Company from any of the financial institutions. The Company had $132.8
million and $144.7 million outstanding on these floor plan credit
facilities at December 28, 2001 and March 30, 2001, respectively.
One of the Company's floor plan financing agreements permits the
Company to earn interest on investments made with the financial
institution, which can be withdrawn without any imposed restrictions.
These investments have certain limitations depending upon the amount of
floor plan balance outstanding. The interest rate earned on the amounts
invested is prime (4.75% at December 28, 2001) minus 0.5%. The Company
had $10.8 million and $16.2 million invested at December 28, 2001 and
March 30, 2001, respectively, and has classified these amounts as Cash
and cash equivalents in the accompanying Condensed Consolidated Balance
Sheets.
4
4. Line of Credit
The Company has a $20.0 million secured and a $15.0 million unsecured
revolving line of credit from a financial institution for general
corporate purposes. The line of credit bears interest, at the option
(under certain conditions) of the Company, at either the LIBOR rate
(1.88% at December 28, 2001) plus 2.0% or the prime rate (4.75% at
December 28, 2001) minus 0.25%. The line of credit contains provisions
regarding minimum financial requirements and certain indebtedness
limitations, which would limit the amount available for future
borrowings. Currently, the amount available of $35.0 million is reduced
by letters of credit totaling $3.6 million. The line is available
through June 26, 2002, and requires an annual commitment fee of up to
$50,000. The Company had no amounts outstanding on the line of credit
at December 28, 2001 and March 30, 2001.
5. Business Segment Information
The Company operates primarily in three business segments - retail,
manufacturing and financial services. The following table summarizes
information with respect to the Company's business segments for the
three and nine month periods ending December 28, 2001 and December 29,
2000 (in thousands):
<Table>
<Caption>
THREE MONTHS ENDED NINE MONTHS ENDED
DECEMBER 28, DECEMBER 29, DECEMBER 28, DECEMBER 29,
2001 2000 2001 2000
------------ ------------ ------------ ------------
Net sales
Retail $ 135,451 $ 124,035 $ 436,066 $ 439,622
Manufacturing 96,445 82,746 287,167 294,527
Financial services 5,311 5,489 16,972 17,679
------------ ------------ ------------ ------------
237,207 212,270 740,205 751,828
Intersegment sales (78,420) (66,336) (235,480) (239,196)
------------ ------------ ------------ ------------
$ 158,787 $ 145,934 $ 504,725 $ 512,632
------------ ------------ ------------ ------------
Income from operations
Retail $ 973 $ 1,785 $ 9,227 $ 11,437
Manufacturing 9,641 7,373 28,649 29,004
Financial services 2,173 2,757 7,554 8,588
General corporate expenses (3,483) (4,644) (13,319) (13,622)
------------ ------------ ------------ ------------
9,304 7,271 32,111 35,407
Intersegment profits (1,109) 9 (1,289) (746)
------------ ------------ ------------ ------------
$ 8,195 $ 7,280 $ 30,822 $ 34,661
------------ ------------ ------------ ------------
Interest expense $ (1,922) $ (3,332) $ (6,644) $ (9,531)
Interest income and other 1,944 1,323 4,155 5,624
------------ ------------ ------------ ------------
Income before income taxes and
cumulative effect of change
in accounting principle $ 8,217 $ 5,271 $ 28,333 $ 30,754
============ ============ ============ ============
</Table>
5
6. Reclassification
Certain prior period amounts have been reclassified to conform to the
current period presentation.
7. New Accounting Pronouncement
Effective March 31, 2001, the Company adopted Statement of Financial
Accounting Standards No. 142, "Goodwill and Other Intangible Assets,"
(SFAS No. 142), which requires that goodwill not be amortized but
instead be tested at least annually for impairment by reporting unit
and expensed against earnings when the implied fair value of a
reporting unit, including goodwill, is less than its carrying amount.
The adoption of the new standard increased net income by $0.7 million,
or $0.03 per share, to $0.23 per share for the quarter ended December
28, 2001 and $1.8 million, or $0.08 per share, to $0.77 per share for
the nine months ended December 28, 2001. Comparative pro forma results
for the three and nine months ended December 29, 2000 would have
increased income before cumulative effect of change in accounting
principle and net income by $0.7 million, or $0.03 per share , to $0.17
per share and $1.8 million, or $0.08 per share, to $0.80 per share,
respectively. The Company had $53.1 million and $52.9 million in
goodwill at December 28, 2001 and March 30, 2001, respectively, and has
classified these amounts as Other assets in the accompanying Condensed
Consolidated Balance Sheets.
6
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
See pages 1 through 5.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
The manufactured housing industry continues to be affected by three major
challenges - retail financing availability, repossessions and retail inventory
levels. Elevated credit standards, which began in mid-1999, resulted in reduced
retail sales levels, declining wholesale shipments and declining margins for
most industry participants. Calendar 2001 industry multi-section shipments are
down 20% from a year ago; however the Company's shipments declined less than 5%
during this same period. All of the Company's business segments, as well as each
manufacturing facility, were profitable this quarter. Additionally, the Company
maintained strong gross margins, profitably increased market share, reduced
retail inventories per superstore and increased consolidated net income, while
continuing its controlled growth strategy of opening new retail superstores.
The Company has cash and cash equivalents of $67.4 million after investing over
$20 million in the Company's stock buyback program and virtually no long-term
debt. In addition, the Company's practice of manufacturing only to order has
enabled the Company to continue to tightly manage inventories with the average
new home inventory per retail superstore declining 8% since the beginning of the
fiscal year. Floor plan financing per retail superstore declined 12% as well.
The following table sets forth certain items of the Company's statement of
income as a percentage of net sales for the period indicated.
<Table>
<Caption>
THREE MONTHS ENDED NINE MONTHS ENDED
DECEMBER 28, DECEMBER 29, DECEMBER 28, DECEMBER 29,
2001 2000 2001 2000
------------ ------------ ------------ ------------
Net sales 100.0% 100.0% 100.0% 100.0%
Cost of sales 68.6 68.8 68.8 68.4
------ ------ ------ ------
Gross profit 31.4 31.2 31.2 31.6
Selling, general and
administrative expenses 26.2 26.2 25.1 24.9
------ ------ ------ ------
Income from operations 5.2 5.0 6.1 6.7
Interest expense (1.2) (2.3) (1.3) (1.8)
Interest income and other 1.2 0.9 0.8 1.1
------ ------ ------ ------
Income before income taxes
and cumulative effect of
change in accounting
principle 5.2 3.6 5.6 6.0
Income tax expense 1.9 1.4 2.1 2.4
------ ------ ------ ------
Income before cumulative
effect of change in accounting
principle 3.3 2.2 3.5 3.6
Cumulative effect of change in
accounting principle -- -- -- (0.4)
------ ------ ------ ------
Net income 3.3% 2.2% 3.5% 3.2%
====== ====== ====== ======
</Table>
7
The following table summarizes certain key sales statistics as of and for the
three and nine months ended December 28, 2001 and December 29, 2000.
<Table>
<Caption>
THREE MONTHS ENDED NINE MONTHS ENDED
DECEMBER 28, DECEMBER 29, DECEMBER 28, DECEMBER 29,
2001 2000 2001 2000
------------ ------------ ------------ ------------
Company homes sold through
Company-owned retail superstores 2,051 1,982 6,770 7,078
Total new homes sold 2,472 2,410 8,064 8,517
Internalization rate(1) 83% 82% 84% 83%
Average new home price - retail $ 62,000 $ 60,000 $ 60,000 $ 59,000
Number of retail superstores at
end of period 152 138 152 138
Homes sold to independent retailers 412 418 1,267 1,395
</Table>
(1) The internalization rate is the percentage of new homes that are
manufactured by the Company and sold through Company-owned retail
superstores.
THREE MONTHS ENDED DECEMBER 28, 2001 COMPARED TO THREE MONTHS ENDED DECEMBER 29,
2000
NET SALES. Net sales increased 8.8% to $158.8 million in the three months
ended December 28, 2001 from $145.9 million in the three months ended December
29, 2000. The volume of homes sold through Company-owned retail superstores
increased 3.4% while overall unit volume, which includes sales to independent
retailers, increased 2.6%. The improvement in net sales also reflects the
continued shift in product mix towards multi-section homes. 93% of the homes
sold by the Company were multi-section in the third quarter of fiscal 2002
versus 87% in the third quarter of fiscal 2001. The number of superstores
increased from 138 at the end of the third quarter of fiscal 2001 to 152 at the
end of the third quarter of fiscal 2002.
GROSS PROFIT. In the quarter ended December 28, 2001, gross profit as a
percentage of net sales increased to 31.4% from 31.2% in the quarter ended
December 29, 2000. Gross profit increased 9.4% to $49.8 million in the third
quarter of fiscal 2002 from $45.5 million in the third quarter of fiscal 2001.
The Company sold 83% of its homes through Company-owned retail superstores in
the third quarter of fiscal 2002 versus 82% in the third quarter of fiscal 2001.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. As a percentage of net
sales, selling, general and administrative expenses remained flat with the prior
year quarter at 26.2%. Selling, general and administrative expenses increased
$3.3 million to $41.6 million in the quarter ended December 28, 2001 compared to
$38.3 million in the quarter ended December 29, 2000, primarily due to the
Company's continued commitment to building brand awareness via advertising,
startup expenses associated with the six new retail superstores opened during
the third quarter as well as those expected to be opened in the fourth quarter
and training costs associated with people development.
INTEREST EXPENSE. Interest expense decreased 42.3% to $2.0 million for
the third quarter of fiscal 2002 from $3.3 million in the third quarter of
fiscal 2001 primarily due to a decrease in the prime interest rate from 9.5% in
the third quarter of fiscal 2001 to 4.75% in the third quarter of fiscal 2002
coupled with a decrease in the floor plan liability.
8
NINE MONTHS ENDED DECEMBER 28, 2001 COMPARED TO NINE MONTHS ENDED DECEMBER 29,
2000
NET SALES. Net sales decreased 1.5% to $504.7 million in the nine months
ended December 28, 2001 from $512.6 million in the nine months ended December
29, 2000. The decrease in net sales was primarily due to competitive conditions
in the manufactured housing industry. The volume of homes sold through
Company-owned superstores declined 4.8% while overall unit volume, which
includes sales to independent retailers, declined 5.5% in the first three
quarters of fiscal 2002 compared to the first three quarters of fiscal 2001.
This decline in volume is partially offset by a continued shift in product mix
towards multi-section homes. 92% of the homes sold by the Company were
multi-section homes in fiscal 2002 versus 84% in fiscal 2001. The number of
Company-owned retail superstores increased from 138 at the end of the third
quarter of fiscal 2001 to 152 at the end of the third quarter of fiscal 2002.
GROSS PROFIT. For the nine months ended December 28, 2001, gross profit
as a percentage of net sales declined slightly to 31.2% from 31.6% in the nine
months ended December 29, 2000. Gross profit decreased 2.9% to $157.3 million in
the nine months ended December 28, 2001 compared to $162.0 million in the nine
months ended December 29, 2000. The Company sold 84% of its homes through
Company-owned retail superstores in the nine months ended December 28, 2001
versus 83% in the nine months ended December 29, 2000.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES. Selling, general and
administrative expenses decreased 0.7% to $126.5 million in the nine months
ended December 28, 2001 from $127.3 million in the nine months ended December
29, 2000, primarily due to the Company's continued focus on reducing fixed
expenses company-wide. This decline was somewhat offset by a commitment to
building brand awareness via advertising, startup expenses associated with the
new retail superstores opened during the first nine months of fiscal 2002, as
well as those expected to be opened in the fourth quarter of fiscal 2002, and
training costs associated with people development. As a percentage of net sales,
selling, general and administrative expenses increased slightly, as planned, to
25.1% in the nine months ended December 28, 2001 from 24.9% in the nine months
ended December 29, 2000. This increase is due to the growth in the Company's
retail operations, which generally, have higher selling, general and
administrative expenses as a percentage of net sales as compared to wholesale
operations.
INTEREST EXPENSE. Interest expense decreased 30.3% to $6.6 million in the
nine months ended December 28, 2001 from $9.5 million in the nine months ended
December 29, 2000 due to a decrease in the prime interest rate from a range of
9.0% to 9.5% in the nine months ended December 29, 2000 to a range of 4.75% to
8.0% in the nine months ended December 28, 2001 coupled with a decrease in the
floor plan liability.
LIQUIDITY AND CAPITAL RESOURCES. The Company has floor plan credit
facilities with financial institutions totaling $175.0 million to finance a
major portion of its home inventory at the Company's retail superstores. These
facilities are secured by a portion of the Company's home inventory and
receivables from financial institutions. The interest rates on the facilities
range from prime (4.75% at December 28, 2001) to prime plus 2.0%. One of the
Company's facilities, which expired June 30, 2001, requires notification from
the financial institution 12 months prior to cancellation. The financial
institution has extended all terms of the existing facility indefinitely. The
Company has three other facilities which require notification from the financial
institution six months prior to cancellation. Such notification has not been
received by the Company from any of the financial institutions. The Company had
$132.8 million and $144.7 million outstanding on these floor plan credit
facilities at December 28, 2001 and March 30, 2001, respectively.
9
One of the Company's floor plan financing agreements permits the
Company to earn interest on investments made with the financial institution,
which can be withdrawn without any imposed restrictions. These investments have
certain limitations depending upon the amount of floor plan balance outstanding.
The interest rate earned on the amounts invested is prime (4.75% at December 28,
2001) minus 0.5%. The Company had $10.8 million and $16.2 million invested at
December 28, 2001 and March 30, 2001, respectively, and has classified these
amounts as Cash and cash equivalents in the accompanying Condensed Consolidated
Balance Sheets.
The Company has a $20.0 million secured and a $15.0 million unsecured
revolving line of credit from a financial institution for general corporate
purposes. The line of credit bears interest, at the option (under certain
conditions) of the Company, at either the LIBOR rate (1.88% at December 28,
2001) plus 2.0% or the prime rate (4.75% at December 28, 2001) minus 0.25%. The
line of credit contains provisions regarding minimum financial requirements and
certain indebtedness limitations which would limit the amount available for
future borrowings. Currently, the amount available of $35.0 million is reduced
by letters of credit totaling $3.6 million. The line is available through June
26, 2002 and requires an annual commitment fee of up to $50,000. The Company had
no amounts outstanding on the line of credit at December 28, 2001 and March 30,
2001.
Through CountryPlace Mortgage, the Company's finance subsidiary, the
Company assigns approved loan contracts to one of three national finance
companies. In January 2000, one of these companies, Associates Housing Finance,
announced that they would be discontinuing retail and floor plan financing for
the manufactured housing industry. The Company does, however, have a contract
through March 31, 2002 with the Associates and they have committed to providing
consumer financing to the Company throughout the duration of the contract.
In July 1999, the Company's Board of Directors authorized, subject to
certain business and market conditions, the use of up to $20.0 million to
repurchase the Company's common stock. In July 2000, the Board of Directors
authorized another $20.0 million for common stock repurchases. As of the date of
this filing, the Company had invested $20.5 million in the common stock buyback
program.
The Company believes that cash flow from operations, together with floor
plan financing and the revolving line of credit, will be adequate to support its
working capital, currently planned capital expenditure needs and future share
repurchases in the foreseeable future. The Company may, from time to time,
obtain additional floor plan financing for its retail inventories. Such practice
is customary in the industry. However, because future cash flows and the
availability of financing will depend on a number of factors, including
prevailing economic and financial conditions, business and other factors beyond
the Company's control, no assurances can be given in this regard.
NEW ACCOUNTING PRONOUNCEMENT. Effective March 31, 2001, the Company
adopted Statement of Financial Accounting Standards No. 142, "Goodwill and Other
Intangible Assets," (SFAS No. 142), which requires that goodwill not be
amortized but instead be tested at least annually for impairment by reporting
unit and expensed against earnings when the implied fair value of a reporting
unit, including goodwill, is less than its carrying amount. The adoption of the
new standard increased net income by $0.7 million, or $0.03 per share, to $0.23
per share for the quarter ended December 28, 2001 and $1.8 million, or $0.08 per
share, to $0.77 per share for the nine months ended December 28, 2001.
Comparative pro forma results for the three and nine months ended December 29,
2000 would have increased income before cumulative effect of change in
accounting principle and net income by $0.7 million, or $0.03 per share, to
$0.17 per share and $1.8 million, or $0.08 per share, to $0.80 per share,
respectively. The Company had $53.1 million and $52.9 million in goodwill at
December 28, 2001 and March 30, 2001, respectively, and has classified these
amounts as Other assets in the accompanying Condensed Consolidated Balance
Sheets.
10
FORWARD-LOOKING INFORMATION. Certain statements contained in this report
are forward-looking statements within the meaning of Section 21E of the
Securities Exchange Act of 1934. Investors should be aware of factors, which
could have a negative impact on prospects and the consistency of progress. These
include political, economic or other factors such as inflation rates,
recessionary or expansive trends, taxes and regulations and laws affecting the
business in each of the Company's markets; competitive product, advertising,
promotional and pricing activity; dependence on the rate of development and
degree of acceptance of new product introductions in the marketplace; and the
difficulty of forecasting sales at certain times in certain markets.
11
PART II. OTHER INFORMATION
Item 1. Legal Proceedings - Not applicable
Item 2. Changes in Securities - Not applicable
Item 3. Defaults upon Senior Securities - Not applicable
Item 4. Submission of Matters to a Vote by Security Holders - Not
applicable
Item 5. Other Information - Not applicable
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits - Not applicable
(b) Reports on Form 8-K - Not applicable
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 thereto duly authorized.
Date: February 6, 2002 Palm Harbor Homes, Inc.
-----------------------
(Registrant)
By: /s/ Kelly Tacke
------------------------------
Kelly Tacke
Chief Financial and Accounting
Officer
By: /s/ Lee Posey
------------------------------
Lee Posey
Chairman of the Board
12