SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (date of earliest event reported):
March 22, 2004
AMERICAN HOMESTAR CORPORATION
(Exact Name of Registrant as Specified in its Charter)
TEXAS
(State or Other Jurisdiction of Incorporation)
000-24210 76-0070846
(Commission File Number) (IRS Employer Identification Number)
2450 SOUTH SHORE BOULEVARD, SUITE 300
LEAGUE CITY, TEXAS 77573
(Address of Principal Executive Offices and Zip Code)
(281) 334-9700
(Registrant's Telephone Number, Including Area Code)
ITEM 5. OTHER EVENTS.
On March 22, 2004, American Homestar Corporation (the "Company") and 21st
Mortgage Corporation, a Delaware corporation and formerly known as 21st Century
Mortgage Corporation ("21st Mortgage"), entered into a Dissolution Agreement of
Homestar 21, LLC, a Delaware limited liability company ("Homestar 21").
Homestar 21 is a finance company, specializing in providing chattel and
non-conforming land/home financing. The Company and 21st Mortgage are the only
two members of Homestar 21, and each member owns 50% of Homestar 21.
Under the Dissolution Agreement, the president of Homestar 21 shall promptly
file a notice of dissolution under the Delaware General Corporation Law (the
"Act") and shall cease to carry on its business, except as permitted by the Act
and necessary to complete the winding up of Homestar 21's business. Upon
completion of the winding up, liquidation, and distribution of the assets of
Homestar 21, Homestar 21 shall be deemed terminated, and the president of
Homestar 21 shall file appropriate articles of dissolution with the Secretary of
State of Delaware to evidence the dissolution of Homestar 21.
As a liquidating distribution, the Company and 21st Mortgage will each receive
$3.245 million in cash consideration, which amount is slightly greater than the
carrying value of the Company's investment in Homestar 21. The Company and 21st
Mortgage will share equally in any and all unrecorded liabilities or assessments
against Homestar 21 by governmental agencies from business operations conducted
by Homestar 21 through March 22, 2004. 21st Mortgage will retain the ownership
and servicing rights of all contracts, conventional loans, and construction
loans of Homestar 21, and the Company shall not have any rights to servicing or
collection fee income, origination fees, or compensation of any kind in regards
to any loan originated prior to March 22, 2004. 21st Mortgage will also retain
ownership of any repossessed homes, although the Company shall remain obligated
to sell repossessed homes in the manner set forth in an Origination Fee
Agreement between 21st Mortgage entered into in connection with the Dissolution
Agreement.
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 hereunto duly authorized.
AMERICAN HOMESTAR CORPORATION
Date: March 26, 2004 By: /s/ Craig A. Reynolds
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Craig A. Reynolds
Executive Vice President, Chief Financial
Officer and Secretary