Document/Exhibit Description Pages Size
1: 10KSB Form 10-Ksb for Nobility Homes, Inc. 16± 74K
2: EX-10 Exhibit 10(B) Revolving Credit Agreement 7± 25K
3: EX-13 Exhibit 13 Portions of Annual Report 18± 65K
4: EX-21 Exhibit 21 Subsidiaries 1 3K
5: EX-27 Exhibit 27 Financial Data Schedule 1 6K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-KSB
Annual Report Under Section 13 or 15(d) of
the Securities and Exchange Act of 1934
For the fiscal year ended November 4, 1995
Commission file number 0-6506
NOBILITY HOMES, INC.
(Name of small business issuer 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
(Issuer's telephone number, including area code)
Securities registered under Section 12(b) of the Act:
Name of each exchange
Title of each class on which registered
None None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock $.10 par value
(Title of Class)
Check whether the issuer (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the past 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 .
Check if disclosure of delinquent filers pursuant to Item 405 of
Regulation S-K is not contained in this form, and no disclosure will be
contained, to the best of registrant's knowledge, in definitive proxy or
information statements incorporated by reference in Part III of this Form
10-KSB or any amendment to this Form 10-KSB.
State revenues for issuer's most recent fiscal year: $30,805,835
State the aggregate market value of the voting stock held by non-
affiliates of the registrant on January 16, 1996, computed by reference to
the price at which the stock was sold on that date: $9,970,739
(APPLICABLE ONLY TO CORPORATE ISSUERS)
State the number of shares outstanding of each of the issuer's
classes of common stock, as of January 16, 1996: 1,320,431 shares of
common stock
DOCUMENTS INCORPORATED BY REFERENCE Incorporated at
Nobility Homes, Inc. Proxy Statement for the 1996 Part III, Items 9,
Annual Meeting of Shareholders 10, 11 and 12
PART I
Item 1. Description of Business
Nobility Homes, Inc. (the "Registrant or the "Company"), a
corporation organized under the laws of Florida in 1967, designs,
manufactures and sells a broad line of manufactured homes on a wholesale
basis to manufactured home dealers and manufactured home parks. Trade
names used for its manufactured homes (hereinafter "homes") include
"Kingswood," "Richwood," "Springwood," "Tropic Isle," "Regency Manor,"
"Regency Manor Special," and "Tropic Manor." Through its wholly-owned
subsidiary, Prestige Home Centers, Inc. ("Prestige"), which was acquired
during the fourth quarter of fiscal 1994, the Registrant operates 15
retail sales centers in north and central Florida that sell the
Registrant's homes primarily to the family market.
The Registrant's homes are available in single-wide widths of 12, 14
and 16 feet ranging from 48 to 72 feet in length, double-wide widths of 24
feet, 26 feet and 28 feet ranging from 28 feet to 76 feet in length and
triple-wide widths of 36, 38 and 42 feet wide ranging from 46 feet to 68
feet in length. Homes manufactured by the Registrant are available in
approximately 100 active models, ranging in size from 636 to 2,153 square
feet and contain from one to five bedrooms.
The homes are sold primarily as unfurnished dwellings ready for
permanent occupancy. Interiors are designed and color coordinated in a
range of decors. Depending on the size of the unit and quality of
appliances and other appointments, retail prices for the Registrant's
homes typically range from approximately $14,000 to $60,000. Most of the
prices of the Registrant's homes are considered by it to be within the low
to medium price range of the industry.
Both of the Registrant's manufacturing plants utilize assembly line
techniques in manufactured home production. Both plants manufacture and
assemble the floors, sidewalls, end walls, roofs and interior cabinets for
their homes. The Registrant purchases from outside suppliers various
other components that are built into its homes including the axles,
frames, tires, doors, windows, pre-finished sidings, plywood, ceiling
panels, lumber, rafters, insulation, paneling, appliances, heating units,
lighting and plumbing fixtures, carpeting and drapes. The Registrant is
not dependent upon any one particular supplier for its raw materials or
component parts, nor is it required to carry significant amounts of
inventory to assure itself of a continuous allotment of goods from
suppliers.
The Registrant's two manufacturing plants operated at an average of
approximately 50% of their single shift capacity in fiscal 1995 which
represented a 5% increase from the previous fiscal year.
As of January 20, 1996, the Registrant had 219 full-time employees,
including 67 employed by Prestige. Approximately 117 employees are
factory personnel compared to approximately 104 in such positions a year
ago and 94 are in management, administrative, supervisory, sales and
clerical positions (including 51 management and sales personnel employed
by Prestige) compared to approximately 76 a year ago. In addition, the
Registrant employs part-time employees when necessary.
The Registrant makes a contribution toward employees' group health
and life insurance. The Registrant, which is not subject to any
collective bargaining agreements, has not experienced any work stoppage or
labor disputes during the fiscal year and considers its relationship with
employees to be generally satisfactory.
The Registrant generally does not manufacture its homes to be held by
it as inventory (except for model home inventory of Prestige), but,
rather, manufactures its homes after receipt of dealer orders. Although
the Registrant attempts to maintain a consistent level of production of
homes throughout the fiscal year, seasonal fluctuations do occur, with
sales of homes generally lower during the first quarter due to the holiday
season.
The sales area for a manufactured home manufacturer is limited by
substantial delivery costs of the finished product to the dealer. The
majority of homes produced by the Registrant are delivered by outside
trucking companies. The Registrant estimates that it can compete
effectively within a range of approximately 250 miles from its
manufacturing plants. During the last two fiscal years, all of the
Registrant's sales were made in Florida.
Since 1991, the Registrant's primary market has shifted from retirees
relocating to the Sunbelt to the family market. Primarily through
Prestige, the Registrant's sales to the family market surpassed retirement
park sales for the first time in fiscal 1992 and have continued to
increase as a percent of sales each year since. See "Management's
Discussion and Analysis."
The Registrant sells its homes on a wholesale basis exclusively
through 4 full-time salespersons to approximately 55 active dealers. The
Registrant had a dealer network of 75 dealers at fiscal year-end 1994, but
a number of the dealers did not actively purchase the Registrant's
products and were dropped by the Registrant from its network during fiscal
1995. The Registrant attempts continuously to seek new dealers in the
areas in which it operates as there is ongoing turnover in the dealers
with which it deals at any one time, especially with manufactured home
parks as they achieve full occupancy levels. As is common in the
industry, most of the Registrant's dealers other than its subsidiary,
Prestige, are independent dealers that sell products produced by several
manufacturers. However, the Registrant has exclusive sales arrangements
with TLT, Inc. ("TLT"), an affiliate of the Registrant's President formed
for the purpose of providing a more certain market for the Registrant's
products, which operates three manufactured home communities targeted at
the retiree market. No one dealer accounted for more than 10.0% of the
Registrant's total sales in fiscal 1995. Prior to the Registrant's
acquisition of Prestige effective as of the end of August, 1994, Prestige
accounted for more than half of the Registrant's sales. Sales to Prestige
are booked as an intercompany transaction.
The manufacture, distribution and sale of homes is subject to
governmental regulation at the federal, state and local levels. The
Department of Housing and Urban Development ("HUD") has adopted national
construction and safety standards that have priority over existing state
standards. Compliance with these standards involves submission to and
approval by an engineering firm approved by HUD of engineering plans and
specifications on all models. HUD's standards also require periodic
inspection by state or other third party inspectors of plant facilities
and construction procedures, as well as inspection of manufactured home
units during construction. New federal wind standards for manufactured
homes sold in hurricane prone areas and new energy standards went into
effect in 1994. See "Management's Discussion and Analysis" for
information concerning these standards.
The Registrant estimates that compliance with federal, state and
local environmental protection laws will have no material effect upon
capital expenditures for plant or equipment modifications or earnings for
the next fiscal year.
The transportation of homes manufactured by the Registrant is subject
to state regulation. Generally, special permits must be obtained to
transport the home over public highways, and restrictions are imposed to
promote travel safety including those relating to routes, travel periods,
speed limits, safety equipment and size.
Homes manufactured by the Registrant are subject to the requirements
of the Magnuson-Moss Warranty Act and Federal Trade Commission rulings
which regulate warranties on consumer products. The Registrant provides a
limited warranty of one year on the structural components of the homes it
manufactures.
Dealers generally obtain inventory financing from financial
institutions (usually banks and finance companies) on a "floor plan" basis
whereby the financial institution obtains a security interest in all or
part of the dealer's manufactured home inventory. The Registrant, upon
request of the lending institution, enters into repurchase agreements with
the lending institutions which provide that, in the event of a dealer's
default, the Registrant will, at the lender's request, repurchase the home
provided that the Registrant's liability will not exceed the
manufacturer's invoice price and that the repurchased home is new and
unused. Generally, the repurchase agreement expires within one year after
a home is sold to the dealer, and the repurchase price is limited to
between 70% to 100% of the original invoice price to the dealer, depending
on the length of time that has expired since the original sale.
Generally, repurchase is conditioned upon the dealer's insolvency. Any
losses incurred as a result of such repurchases would be limited to the
difference between the repurchase price and the subsequent resale value of
the home repurchased. The Registrant was not required to repurchase any
homes during fiscal 1995 or 1994. For additional information, see Note 12
of "Notes to Consolidated Financial Statements." The Registrant does not
finance retail sales of new homes for its dealers' customers.
The Registrant does not generally offer consigned inventory programs
or other credit terms to dealers and ordinarily receives payment for its
homes within 15 to 30 days of delivery. However, the Registrant offers
extended terms to park dealers who do a high volume of business with the
Registrant, including TLT as well as unrelated park dealers. In order to
stimulate sales, the Registrant sells homes to selected manufactured home
parks for display on special terms. The high visibility of the
Registrant's homes in such parks generates additional sales of the
Registrant's homes through such dealers. From time to time the Registrant
has extended floor plan and working capital financing to TLT in return for
which the Registrant receives virtually all of the sales rights for the
manufactured homes sold by the parks operated by it. See Note 3 to the
Consolidated Financial Statements for additional information concerning
such financing.
The Registrant offers a quarterly and yearly volume bonus award to
those dealers who purchase homes from the Registrant in excess of certain
specified dollar amounts during a specified period. As an additional
dealer incentive, the Registrant assumes certain floor plan financing
costs for a specified number of days for dealers who carry in excess of a
specified level of the Registrant's inventory. During fiscal 1995 and
1994 the Registrant reimbursed dealers other than TLT $35,644 and $20,955,
respectively, as volume bonus awards and for floor plan financing charges
under the programs described above. Volume bonus awards to TLT, which are
granted on the same basis as to other dealers, were $91,000 in fiscal 1995
and $97,000 in fiscal 1994.
Prestige Home Centers, Inc.
Effective August 31, 1994, the Registrant acquired all the
outstanding stock of Prestige from its then shareholders, in exchange for
150,000 shares of the Registrant's Common Stock. Prior to becoming a
wholly-owned subsidiary of the Registrant, Prestige was owned 45% by the
Registrant's President, 45% by his son (a director of the Registrant and,
since December 1994, its Executive Vice President and Chief Financial
Officer), and 10% by the President of Prestige. The acquisition
eliminated the conflicts of interest inherent in the Registrant doing
business with an entity controlled by executive officers and directors of
the Registrant, while at the same time allowing the Registrant to benefit
from the growing market for its homes through the acquisition or
development by Prestige of additional retail lots within the Registrant's
geographic market area.
Prestige, which was formed as a Florida corporation in July 1990,
operates 15 retail lots in north and central Florida. Its principal
executive offices are located at the Registrant's headquarters in Ocala,
Florida. According to statistics compiled by Statistical Surveys, Inc.
from records on file with the State of Florida, Prestige was the largest
retail dealer of multi-section manufactured homes in Florida in 1994 and
1995 based on number of home sales.
Each of Prestige's retail lots is located within 250 miles of one of
the Registrant's two manufacturing facilities. Prestige leases its retail
lots from unaffiliated parties under leases with terms of between one and
three years with renewal options. The following table sets forth the
location of each of Prestige's retail outlets, and the date on which each
was opened or acquired:
Location Date Opened
Ocala South July 1990
Ocala North July 1990
St. Augustine July 1990
Chiefland July 1990
Tallahassee February 1993
Tampa February 1993
Ocala West March 1993
Lake City June 1993
Auburndale August 1994
Jacksonville September 1994
Inverness May 1995
Brooksville May 1995
Tavares November 1995
North
Chiefland November 1995
Perry November 1995
The Inverness and Brooksville sales centers were acquired in May 1995
in exchange for Common Stock with a fair market value of $200,000 and the
assumption of floor plan liabilities of approximately $900,000. The
Tavares, North Chiefland and Perry sales centers were acquired in November
1995 in exchange for Common Stock with a fair market value of $252,000.
The primary customers of Prestige are young, first-time home buyers
who generally purchase manufactured homes to place on their own homesites.
Prestige operates its retail sales centers with a model home concept.
Each of the homes displayed at its retail sales centers is furnished and
decorated as a model home. Although the model homes may be purchased from
Prestige's model home inventory, generally, customers order homes which
are shipped directly from the factory to their homesite. Prestige sales
generally are to purchasers living within a radius of approximately 100
miles from the selling retail lot.
Financing for home purchases is provided by one of several
independent sources that specialize in manufactured housing lending.
Additionally, numerous local banks finance manufactured home purchases.
Prestige is not required to sign any recourse agreements with any of these
retail financing sources, nor does Prestige itself finance customers' new
home purchases.
The retail sale of manufactured homes is a highly competitive
business. Because of the large number of retail sales centers located
throughout the Registrant's market area, potential customers typically can
find a sales center within a 100 mile radius of their present home.
Prestige competes with over 50 other retailers in its primary market area,
some of which may have greater financial resources than Prestige. In
addition, the larger, more expensive manufactured homes offered by
Prestige compete with conventional site-built housing.
Prestige's wholly-owned subsidiary, Prestige Insurance Services,
Inc., operates as an independent insurance agent offering credit life and
property and casualty insurance to Prestige customers in connection with
their purchase and financing of manufactured homes. It receives a
commission on the insurance premium collected at the time an insurance
policy is written and in future years if the homeowner renews the policy.
Its revenues were less than $24,000 and $40,000 in fiscal 1995 and 1994,
respectively.
Competition
The manufactured home industry is highly competitive. The initial
investment required for entry into the business of manufacturing homes is
not unduly large. State bonding requirements for entry in the business
vary from state to state and range from zero to $100,000 per state. The
bond requirement for Florida is $50,000 per plant. The Registrant
competes directly with other manufacturers, some of which are considerably
larger than it and possess greater financial resources. Based on number
of units sold, the Registrant ranks 6th in the state of Florida out of the
top 45 manufacturers selling manufactured homes in the state; however, the
Registrant estimates that of those 45 manufacturers approximately 15
manufacture homes of the same type as the Registrant and compete in the
same market area. The Registrant believes that it is generally competitive
with most of those manufacturers in terms of price, service, warranty and
product performance.
Item 2. Properties
As of November 4, 1995, two manufacturing plants were owned and
operated by the Registrant as follows:
Depreciated Cost of
Approximate Plant and Property
Location Size at November 4, 1995
Belleview, Florida 33,500 sq. ft. $ 72,048
Ocala, Florida(1) 72,000 sq. ft. 516,413
_________________________
(1) This 72,000 square foot plant is located on approximately 35.5 acres
of land on which an additional two-story structure adjoining the
plant serves as the Registrant's corporate offices.
The Company's Belleview plant is metal and concrete construction and
the Ocala plant is of metal construction. Both properties are in good
condition and require little maintenance.
Item 3. Pending Legal Proceedings
Certain claims and suits arising in the ordinary course of business
have been filed or are pending against the Company. In the opinion of
management, any related liabilities that might arise would be covered
under terms of the Company's liability insurance policies or would not be
material to the financial statements taken as a whole.
Item 4. Submission of Matters to a Vote of Security Holders
None
PART II
Item 5. Market for the Registrant's Common Stock and Related Stockholder
Matters
On January 10, 1994, the Registrant's Common Stock was listed on the
Nasdaq National Market under the symbol NOBH. The following table shows
the range of high and low sales prices for the Common Stock for each
fiscal quarter of 1995 and 1994.
Fiscal Year End (1)
November 4, 1995 October 30, 1994
Quarter High Low High Low
1st $10 $8-1/2 $13 $11-3/8
2nd 8-1/4 7-1/4 12-1/8 9-1/4
3rd 11-3/4 10-1/4 9-7/8 8-1/2
4th 16-1/2 13-1/2 8-3/4 7-1/2
_______________________________
(1) On January 19, 1996 a three-for-two stock split in the form of a stock
dividend was paid to shareholders of record on December 22, 1995 and on
January 31, 1994 a 10% stock dividend was paid to shareholders of record
on January 7, 1994. Amounts in the table have not been restated to give
effect to the 1996 stock split.
At January 16, 1996, the approximate number of record holders of
Common Stock was 259 (not including individual participants in security
position listings).
The payment of cash dividends will be within the discretion of the
Registrant's Board of Directors and will depend, among other factors, on
earnings, capital requirements and the operating and financial condition
of the Registrant. During fiscal 1995 and 1994 no cash dividends were
paid.
Item 6. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Results of Operations
During fiscal 1995, the Company achieved growth in both revenues and
earnings. Total net sales increased 33.4% to $30,805,835 from $23,082,391
in fiscal 1994. The increase in fiscal 1995 sales was primarily due to
the Company having ten retail sales centers in full operation throughout
fiscal 1995 and the acquisition of two existing retail sales centers in
May 1995. In fiscal 1994, the Company had eight retail sales centers in
full operation. Two additional retail sales centers were opened in August
and September 1994, respectively, but did not produce any sales until the
first quarter of fiscal 1995. In addition, the year ended November 4,
1995 consisted of a fifty-three (53) week period and the year ended
October 29, 1994 consisted of a fifty-two (52) week period. A portion of
the fiscal 1995 increase in sales also was due to higher costs passed on
to customers resulting from the new HUD regulations described below.
The Registrant's primary focus is young, first time home buyers who
already live and work in the area. These buyers generally purchase their
manufactured homes from retail sales centers to locate on property they
own. The Registrant has aggressively pursued this market through its
Prestige retail sales centers, which have become the principal focus of
its business strategy. While the Registrant actively seeks to make
wholesale sales to independent retail dealers, the Registrant's presence
as a competitor limits potential sales in the same geographic areas
serviced by its Prestige sales centers.
The Registrant continues to make sales to the retirement community
market, which is made up of retirees from the north who move to Florida to
enjoy its milder winters and who typically purchase homes to be located on
sites leased from park communities that offer a variety of amenities.
While a significant portion of the Registrant's sales in this market are
made to communities owned and/or operated by the Registrant's affiliate,
TLT, the importance to the Registrant of the retirement market continues
to diminish, both as a focus of its efforts and in dollars and as
percentage of total sales.
Industry-wide production of manufactured homes continued to improve
in 1995, up 11.4% over 1994, extending the trend begun in 1992. According
to industry sources, however, production of manufactured houses in Florida
decreased approximately 8.6% for the first eleven months of calendar 1995
following increases of 4.2% in 1994 and 6.9% in 1993 as compared to the
prior year. The statewide increase in production of homes in 1994 and
1993 was primarily due to the increased demand for homes in South Florida
during the rebuilding following Hurricane Andrew. Nobility's growth was
more impressive, as new retail home sales increased by 36.1% in fiscal
1995 and 31.3% in fiscal 1994.
The Company sold 1,030 homes in fiscal 1995, of which 181 homes were
sold to independent dealers, representing sales of $3,874,817, and 55
homes were sold to TLT communities, representing sales of $1,295,209. In
fiscal 1994, the Company sold 838 homes, of which 230 homes were sold to
independent dealers, representing sales of $4,257,766; and 65 homes were
sold to TLT communities, representing sales of $1,395,207. The balance of
the Registrant's sales in fiscal 1995 and 1994 were made on a retail basis
through Prestige's retail centers. The decline in sales to independent
dealers is a result of the Registrant's presence through its Prestige
retail lots as a competitor in the same geographic markets.
The Registrant has a product line of approximately 100 active models.
Market demand can fluctuate on a fairly short-term basis; however, the
manufacturing process is such that the Registrant can alter its product
mix relatively quickly in response to changes in the market. During
fiscal 1995, the Registrant's product mix was positively affected by
larger, more expensive double-wide and triple-wide homes and better
acceptance of the Registrant's single-wide homes both resulting from
greater consumer confidence and the availability of varied types of
financing at competitive rates. Many family buyers today purchase three-
or four-bedroom manufactured homes, compared with the two-bedroom home
that typically appeals to the retirement community market.
In an effort to make manufactured homes more competitive with
conventional housing, the outside financing sources that finance home
purchases by Prestige's customers continue to develop creative and
attractive financing packages including 30-year mortgages, an interest
rate reduction program, combination land/manufactured home loans, and a 5%
down payment program for qualified buyers.
Gross profit in fiscal 1995 as a percent of net sales was 23.4%
compared to 22.0% in fiscal 1994. The increase in gross profit in fiscal
1995 was primarily due to an 8.4% increase in the average new home sales
prices and better operating efficiencies at both the Prestige retail
centers and at the Registrant's manufacturing plants.
Selling, general and administrative expenses as a percent of net
sales was 14.1% as compared to 14.3% in fiscal 1994.
Other income of $1,339,743 for the 1995 fiscal year consisted of:
(1) $1,000,000 in non-recurring income from the key-man insurance carried
on the former president of Prestige Homes, Bertus C. Parker, who died May
31, 1995 after a lengthy illness; and (2) $348,884 gain from the sale of
the Company's limited partnership interest in Saddle Oak Club. During
fiscal 1994, the Company recognized a $231,327 gain from the sale of its
idle North Carolina manufacturing plant and a $162,530 gain from the sale
of its limited partnership interest in Saddle Oak Club and interest of
approximately $34,192 on the installment sale.
Effective October 31, 1993 the Company adopted Statement of Financial
Accounting Standards No. 109 Accounting for Income Taxes ("FAS 109"). The
adoption of FAS 109 changed the Company's method of accounting for income
taxes from a deferred method to an asset and liability approach. During
the first quarter of fiscal 1994, FAS 109 had the effect of increasing net
income by $664,000. As a result of accounting for the Company's
acquisition of Prestige effective as of August 31, 1994 in a manner
similar to the pooling-of-interests method, the tax benefit and related
cumulative effect adjustments initially recorded in first quarter 1994
were reduced to $580,000 to reflect the calculation under the combined
operations.
As a result of the factors discussed above, earnings for fiscal year
1995 were $2,957,438 or $2.31 per share compared to $1,769,176 or $1.37
per share for fiscal year 1994.
In 1994 new HUD regulations took effect which require that
manufactured homes built after July 13, 1994 be constructed to more
stringent standards. Florida is split between two wind zones. Homes sold
in Zone II, which includes most of north and central Florida, must be able
to withstand winds of up to 100 miles per hour, while homes sold in Zone
III, which covers primarily the coastal areas of south Florida, must be
able to withstand winds up to 110 miles per hour. Homes built to these
standards are significantly stronger than homes built prior to the
effective date. Home set-up was also affected with much stronger tie down
anchoring requirements. Most of the Registrant's homes are sold in Zone
II.
HUD has also issued new thermal standards for manufacturing housing
which were effective for homes manufactured beginning October 25, 1994.
These regulations mandate a much higher insulation throughout the home
including the floor, walls and roof and an improved ventilation system for
the whole house, including kitchen and baths.
Liquidity and Capital Resources
Cash and cash equivalents were $932,432 at November 4, 1995 compared
to $1,743,102 at October 29, 1994. The decrease is primarily due to
management's decision to reduce third party floor plan financing expenses
for its Prestige sales centers, with the Company carrying the inventory to
reduce floor plan interest costs. The Company has approximately $6
million of floor plan financing availability with third party financial
institutions to be utilized to floor plan inventory for the retail sales
centers. During fiscal 1995, the Company maintained an average of $1.5
million on third party floor plans, which was paid off during the fourth
quarter of 1995, compared with an average of $2.0 million in fiscal 1994.
During fiscal 1995, the Company increased its Revolving Credit
Agreement from $1.5 million to $2.5 million of working capital for use in
connection with its overall operations. At November 4, 1995, borrowings
under the Agreement totaled $919,000. This amount has been netted against
cash and cash equivalents in the consolidated balance sheet due to the
legal right of offset established by a Cash Management Agreement with the
bank. The outstanding advance was repaid on the first business day of
fiscal year 1996.
Working capital increased to $6,803,729 on November 4, 1995 from
$5,086,158 on October 29, 1994. Inventories increased to $6,786,159 at
fiscal year end 1995 from $4,604,299 at fiscal year end 1994. The
increase in inventories is primarily due to (1) acquisition of the two
retail sales centers in 1995; and (2) an increase in the average inventory
per retail sales center.
On November 22, 1995, the Company acquired three retail sales centers
in Florida in an asset acquisition by issuing 18,000 shares of common
stock with a fair market value of $252,000.
Consistent with normal practice, the Company's operations are not
expected to require significant capital expenditures during fiscal 1996.
Working capital requirements for inventory for new retail sales centers
are met through a combination of internal sources and the floor plan lines
discussed above.
Item 7. Consolidated Financial Statements and Supplementary Data
Financial statements incorporated herein from the Registrant's Annual
Report to Shareholders are attached as Exhibit 13 and are listed at Part IV,
Item 13(a), "Consolidated Financial Statements and Schedules."
Item 8. Changes in and Disagreements with Accountants on Accounting and
Financial Disclosure
None
PART III
Item 9. Directors and Executive Officers of the Registrant
Information concerning the directors of the Registrant is
incorporated by reference pursuant to Instruction E of Form 10-KSB from
the Registrant's definitive proxy statement for the 1996 annual meeting of
shareholders to be filed with the Commission pursuant to Regulation 14A on
or before March 3, 1996.
The following table provides the names, ages and business experience
for the past five years for each of the Executive Officers of the
Registrant. Executive officers are each elected for one year terms.
Executive Officers
Terry E. Trexler (56) Chairman of the Board and President of
Registrant; Mr. Trexler is also President of TLT,
and Chairman of the Board of Citizens First
Bancshares, Inc. and its subsidiary, Citizens
First Bank of Ocala.
Thomas W. Trexler (32) Executive Vice President and Chief Financial
Officer of the Registrant since December 1994 and
a director of the Registrant since February 1993;
President of Prestige Insurance Services, Inc.
since August 1992; President of Prestige since
June 1995 and Vice President from 1991 to June
1995; director of Prestige and Vice President and
director of TLT since September 1991; prior to
September 1991, Mr. Trexler was Vice President of
NationsBank (formerly NCNB National Bank) in
Naples, Florida; Mr. Trexler also is a director
of Citizens First Bancshares, Inc. and its
subsidiary, Citizens First Bank of Ocala.
Edward C. Sims (49) Vice President of Engineering of the Registrant.
Jean Etheredge (50) Secretary of the Registrant.
Lynn J. Cramer, Jr. (50) Treasurer of the Registrant.
Thomas W. Trexler, Executive Vice President, Chief Financial Officer
and a director of the Registrant, is the son of Terry E. Trexler, the
Registrant's President and Chairman of the Board. There are no other
family relationships between any directors or executive officers of the
Registrant.
Item 10. Executive Compensation
Information concerning executive compensation is incorporated by
reference pursuant to Instruction E of Form 10-KSB from the Registrant's
definitive proxy statement for the 1996 annual meeting of shareholders to
be filed with the Commission pursuant to Regulation 14A on or before
March 3, 1996.
Item 11. Security Ownership of Certain Beneficial Owners and Management
Information concerning security ownership of certain beneficial
owners and management is incorporated by reference pursuant to Instruction
E of Form 10-KSB from the Registrant's definitive proxy statement for the
1996 annual meeting of shareholders to be filed with the Commission
pursuant to Regulation 14A on or before March 3, 1996.
Item 12. Certain Relationships and Related Transactions
Information concerning certain relationships and related transactions
is incorporated by reference pursuant to Instruction E of Form 10-KSB from
the Registrant's definitive proxy statement for the 1996 annual meeting of
shareholders to be filed with the Commission pursuant to Regulation 14A on
or before March 3, 1996.
PART IV
Item 13. Exhibits, Financial Statement Schedules and Reports on Form 8-K
(a) Consolidated Financial Statements and Schedules:
Report of Price Waterhouse LLP
Consolidated Balance Sheets at November 4, 1995 and October 29,
1994
Consolidated Statements of Income for the Years Ended November
4, 1995 and October 29, 1994
Consolidated Statements of Changes in Stockholders' Equity for
the Years Ended November 4, 1995 and October 29, 1994
Consolidated Statements of Cash Flows for the Years Ended
November 4, 1995 and October 29, 1994
Notes to Consolidated Financial Statements
(b) Reports on Form 8-K:
None
(c) Exhibits:
3. (a) The Registrant's Articles of Incorporation, as
amended, were attached as an Exhibit to the
Registrant's Annual Report on Form 10-K for the fiscal
year ended November 1, 1981, and are incorporated
herein by reference.
(b) Bylaws, as amended March 28, 1994, were attached as an
Exhibit to the Registrant's Annual Report on Form
10-KSB for the fiscal year ended October 29, 1994 and
are incorporated herein by reference.
10. (a) The following documents relating to floor plan
financing for Prestige Home Centers, Inc.:
(2) Inventory Financing Agreement between Prestige
Home Centers, Inc. and Ford Motor Credit Company
was attached as an Exhibit to the Registrant's
Annual Report on Form 10-KSB for the fiscal year
ended October 29, 1994 and is incorporated herein
by reference.
(3) Inventory Security Agreement between Prestige
Home Centers, Inc. and John Deere Credit, Inc.
was attached as an Exhibit to the Registrant's
Annual Report on Form 10-KSB for the fiscal year
ended October 29, 1994 and is incorporated herein
by reference.
(b) Revolving Credit Agreement dated November 28, 1995.
13. Consolidated Financial Statements and Schedules from the
1995 Annual Report to Shareholders.
21. Subsidiaries of Registrant.
27. Financial Data Schedule.
SIGNATURES
In accordance with Section 13 or 15(d) of the Exchange Act, the
Registrant has caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
NOBILITY HOMES, INC.
DATE: January 19, 1996 By:/s/ Terry E. Trexler
Terry E. Trexler, Chairman,
President and Chief Executive
Officer
DATE: January 19, 1996 By:/s/ Thomas W. Trexler
Thomas W. Trexler, Executive Vice
President and Chief Financial
Officer
DATE: January 19, 1996 By:/s/ Lynn J. Cramer, Jr.
Lynn J. Cramer, Jr., Treasurer and
Principal Accounting Officer
In accordance with the Exchange Act, this report has been signed
below by the following persons on behalf of the Registrant and in the
capacities and on the dates indicated:
DATE: January 19, 1996 /s/ Terry E. Trexler
Terry E. Trexler, Director
DATE: January 19, 1996 /s/ Richard C. Barberie
Richard C. Barberie, Director
DATE: January 22, 1996 /s/ Robert P. Saltsman
Robert P. Saltsman, Director
DATE: January 19, 1996 /s/ Thomas W. Trexler
Thomas W. Trexler, Director
EXHIBIT INDEX
3. (a) The Registrant's Articles of Incorporation, as amended,
were attached as an Exhibit to the Registrant's Annual
Report on Form 10-K for the fiscal year ended November 1,
1981, and are incorporated herein by reference.
(b) Bylaws, as amended March 28, 1994, were attached as an
Exhibit to the Registrant's Annual Report on Form 10-KSB
for the fiscal year ended October 29, 1994 and are
incorporated herein by reference.
10. (a) The following documents relating to floor plan financing
for Prestige Home Centers, Inc.:
(2) Inventory Financing Agreement between Prestige
Home Centers, Inc. and Ford Motor Credit Company
was attached as an Exhibit to the Registrant's
Annual Report on Form 10-KSB for the fiscal year
ended October 29, 1994 and is incorporated herein
by reference.
(3) Inventory Security Agreement between Prestige
Home Centers, Inc. and John Deere Credit, Inc.
was attached as an Exhibit to the Registrant's
Annual Report on Form 10-KSB for the fiscal year
ended October 29, 1994 and is incorporated herein
by reference.
(b) Revolving Credit Agreement dated November 28, 1995.
13. Consolidated Financial Statements and Schedules from the
1995 Annual Report to Shareholders.
21. Subsidiaries of Registrant.
27. Financial Data Schedule.
Dates Referenced Herein and Documents Incorporated by Reference
| Referenced-On Page |
|---|
| This ‘10KSB’ Filing | | Date | | First | | Last | | | Other Filings |
|---|
| |  |
| | 3/3/96 | | 2 |
| Filed on: | | 1/23/96 | | | | | | | 10-C |
| | 1/22/96 | | 3 |
| | 1/20/96 | | 2 |
| | 1/19/96 | | 2 | | 3 | | | 10-C |
| | 1/16/96 | | 1 | | 2 |
| | 12/22/95 | | 2 |
| | 11/28/95 | | 2 | | 4 |
| | 11/22/95 | | 2 |
| For Period End: | | 11/4/95 | | 1 | | 2 |
| | 5/31/95 | | 2 |
| | 10/30/94 | | 2 |
| | 10/29/94 | | 2 | | 4 |
| | 10/25/94 | | 2 |
| | 8/31/94 | | 2 |
| | 7/13/94 | | 2 |
| | 3/28/94 | | 2 | | 4 |
| | 1/31/94 | | 2 |
| | 1/10/94 | | 2 |
| | 1/7/94 | | 2 |
| | 10/31/93 | | 2 |
| List all Filings |
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