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-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BvKK9pHqbnjMx2zf1LY8nH++HPsVaRyTQZ5Le0aGCbtKfN7Ob6VQJfQq/y8VxKLy mggwMZgYSMeIYHRP7L9Fyg== 0000950134-03-006255.txt : 20030423 0000950134-03-006255.hdr.sgml : 20030423 20030422214901 ACCESSION NUMBER: 0000950134-03-006255 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20030422 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030423 FILER: COMPANY DATA: COMPANY CONFORMED NAME: CENTEX CORP CENTRAL INDEX KEY: 0000018532 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 750778259 STATE OF INCORPORATION: NV FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06776 FILM NUMBER: 03659054 BUSINESS ADDRESS: STREET 1: P O BOX 199000 STREET 2: 2728 N HARWOOD CITY: DALLAS STATE: TX ZIP: 75201 BUSINESS PHONE: 214-981-5000 MAIL ADDRESS: STREET 1: PO BOX 199000 STREET 2: 2728 N HARWOOD CITY: DALLAS STATE: TX ZIP: 75201 FORMER COMPANY: FORMER CONFORMED NAME: CENTEX CONSTRUCTION CO INC DATE OF NAME CHANGE: 19681211 8-K 1 d05031e8vk.htm FORM 8-K e8vk

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): April 22, 2003

Centex Corporation
(Exact name of registrant as specified in its charter)

Nevada
(State or other jurisdiction of incorporation)


1-6776 (Commission File Number)		75-0778259 (IRS Employer Identification No.)
2728 N. Harwood, Dallas, Texas (Address of principal executive offices)		75201 (Zip code)

(214) 981-5000
(Registrant’s telephone number, including area code)

Not Applicable
(Former name or former address if changed from last report)

TABLE OF CONTENTS


	Item 7. Financial Statements and Exhibits
	Item 9. Regulation FD Disclosure
SIGNATURES
EXHIBIT INDEX
EX-99.1 Press Release
EX-99.2 Press Release

Item 7. Financial Statements and Exhibits.


Exhibit
Number		Description

99.1		Press Release dated April 22, 2003.

99.2		Press Release dated April 22, 2003.

Item 9. Regulation FD Disclosure.

On April 22, 2003, Centex Corporation, a Nevada corporation (the “Corporation”), announced its fourth quarter net earnings for the quarter ended March 31, 2003. A copy of the Corporation’s press release announcing these financial results, which is attached as Exhibit 99.1 hereto and incorporated by reference, is being furnished under this Item 9 in accordance with the provisions of Regulation FD (17 CFR §§ 243.100 et seq.). This information is being provided under Items 9 and 12.

On April 22, 2003, Centex Corporation, a Nevada corporation (the “Corporation”), announced its intention to make a tax free spin-off of its CAVCO Industries manufacturing housing company to the stockholders of the Corporation. A copy of the Corporation’s press release announcing this transaction is attached as Exhibit 99.2 hereto and incorporated by reference, is being furnished under this Item 9 in accordance with the provisions of Regulation FD (17 CFR §§ 243.100 et seq.).

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.

CENTEX CORPORATION

By: /s/ Raymond G. Smerge

Name: Raymond G. Smerge
Title:   Executive Vice President,
            Chief Legal Officer and Secretary

Date: April 22, 2003

EXHIBIT INDEX


Exhibit
Number		Description

99.1		Press Release dated April 22, 2003.

99.2		Press Release dated April 22, 2003.

EX-99.1 3 d05031exv99w1.txt EX-99.1 PRESS RELEASE Exhibit 99.1 CENTEX www.centex.com P.O. Box 199000 Dallas, Texas 75219-9000 ---------- 2728 North Harwood Dallas, Texas 75201-1516 ---------- Phone: (214) 981-5000 NEWS RELEASE FOR IMMEDIATE RELEASE FOR ADDITIONAL INFORMATION, CONTACT AT (214) 981-5000: LAURENCE E. HIRSCH, Chairman and Chief Executive Officer LELDON E. ECHOLS, Executive Vice President and Chief Financial Officer MATTHEW G. MOYER, Vice President--Investor Relations http://www.centex.com CENTEX REPORTS 67% INCREASE IN 4TH QUARTER NET EARNINGS AND 45% RISE IN FISCAL YEAR NET EARNINGS COMPANY ANNOUNCES MANUFACTURED HOUSING SPIN-OFF (DALLAS, TX April 22, 2003): Centex Corporation (NYSE: CTX) today announced the highest earnings for any quarter in its history for the quarter ended March 31, 2003, the fourth quarter of fiscal 2003, as well as record results for the seventh consecutive fiscal year. HIGHLIGHTS OF THE QUARTER ENDED MARCH 31, 2003 INCLUDED THESE RECORDS: o EARNINGS PER DILUTED SHARE OF $3.12, 69% HIGHER THAN A YEAR AGO. o OPERATING EARNINGS UP 42%, NET EARNINGS UP 67% AND REVENUES UP 28%. o HOME CLOSINGS UP 28% AND HOME SALES UP 17%, VERSUS THE SAME QUARTER LAST YEAR. o HOME BUILDING OPERATING MARGINS OF 12.7%. o PER-LOAN PROFIT FOR CONVENTIONAL MORTGAGES TOTALING $1,574. FISCAL 2003 ACHIEVEMENTS INCLUDED: o REVENUES EXCEEDING $9 BILLION, 18% HIGHER THAN FISCAL 2002 REVENUES. o OPERATING EARNINGS EXCEEDING $1 BILLION FOR THE FIRST TIME AND NET EARNINGS OF MORE THAN $555 MILLION, 45% HIGHER THAN LAST YEAR. o RECORD HOME BUILDING RESULTS: OPERATING EARNINGS OF $680.8 MILLION, UP 29%; CLOSINGS TOTALING 26,427 UNITS, UP 15%; NEW HOME SALES OF 28,668, A 25% INCREASE. o HOME BUILDING'S RECORD GROSS MARGINS OF 26.2% AND ALL-TIME HIGH FISCAL YEAR OPERATING MARGINS OF 11.5%. IN A NEWS RELEASE ISSUED SEPARATELY TODAY, CENTEX ANNOUNCED THAT ITS BOARD OF DIRECTORS HAS APPROVED THE TAX-FREE SPIN-OFF OF CAVCO INDUSTRIES, INC., THE MAJOR COMPONENT OF ITS MANUFACTURED HOUSING OPERATIONS, TO CENTEX STOCKHOLDERS. CENTEX CORPORATION, PAGE 2 OF 6 Centex management said the company is raising earnings guidance for fiscal 2004 to $9.50 to $10.50 per diluted share. These estimates include the impact of Centex beginning to expense stock options, which is expected to be $.15 to $.20 per share in fiscal 2004. CENTEX'S SENIOR MANAGEMENT WILL CONDUCT A CONFERENCE CALL TO DISCUSS THE FOURTH QUARTER AND FISCAL YEAR 2003 FINANCIAL RESULTS, AS WELL AS ITS OUTLOOK FOR FISCAL 2004, AT 11:00 A.M. EASTERN TIME (10:00 A.M. CENTRAL TIME) ON WEDNESDAY, APRIL 23. THE CONFERENCE CALL, ACCOMPANIED BY A SLIDE PRESENTATION, WILL BE WEBCAST SIMULTANEOUSLY ON THE CENTEX WEB SITE AT http://www.centex.com. A REPLAY OF THE CALL, AS WELL AS THE PRESENTATION, WILL BE ARCHIVED ON THAT SITE. For this year's fourth quarter, Centex reported net earnings of $196,671,000, 67% higher than $117,476,000 for the same quarter last year. Earnings per diluted share of $3.12 for the fourth quarter this year were 69% above $1.85 per diluted share for the fourth quarter a year ago. Fourth quarter revenues this year rose 28% to $2,884,745,000 from $2,261,168,000 for the same quarter in fiscal 2002. For fiscal 2003, Centex's net earnings of $555,919,000 or $8.83 per diluted share were 45% higher than $382,226,000 or $6.11 per diluted share for fiscal 2002. Consolidated revenues for fiscal 2003 reached an all-time high $9,117,241,000, 18% higher than $7,748,430,000 reported for fiscal 2002. Centex's return on beginning stockholders' equity was 26.3% for fiscal 2003 versus 22.3% for fiscal 2002. Through its subsidiaries, Centex ranks among the nation's leading home builders, non-bank-affiliated retail mortgage originators and general contractors. Centex also has operations in home services and investment real estate and owns approximately 65.1% of Centex Construction Products, Inc., a publicly traded company. HOME BUILDING Operating earnings from Centex Homes were $263.5 million for the fourth quarter this year, 53% higher than $171.9 million for the fourth quarter a year ago, due to a record number of home closings and improved operating margins. Fiscal 2003's fourth quarter revenues from Centex Homes were $2.08 billion, 33% higher than $1.56 billion for the same quarter last year. The 53% increase in operating earnings was achieved on a 28% increase in closings to 9,135 homes and an improvement in operating margins to 12.7% this year from 11.0% a year ago. The margin increase was due primarily to ongoing cost reductions, a higher per-unit average sales price and overhead leverage. New home orders for this year's fourth quarter were 8,223 homes, 17% above last year's level. The backlog of homes sold but not delivered at March 31, 2003 was 12,050 units, 29% higher than the backlog at the same time a year ago. Fiscal 2003 operating earnings from Centex Homes reached a record $680.8 million, 29% higher than fiscal 2002 operating earnings of $527.5 million. Centex Homes revenues of $5.93 billion for fiscal 2003 were 19% higher than last year's revenues. Fiscal 2003 closings reached an all-time high of 26,427 homes, 15% above closings last year, and new home orders for fiscal 2003 totaled 28,668 homes, 25% above last year's sales. Average neighborhoods totaled 519 for fiscal 2003, a 10% increase over the average community count of 474 reported for fiscal 2002. -MORE- CENTEX CORPORATION, PAGE 3 OF 6 FINANCIAL SERVICES Operating earnings from Financial Services for the fourth quarter this year were $50.8 million, 88% higher than $26.9 million for the same quarter last year. Fiscal 2003's fourth quarter Financial Services revenues of $246.6 million were 31% above $188.4 million for the same quarter a year ago. Fiscal 2003 operating earnings from Financial Services were $161.8 million, a 41% improvement over $114.7 million for fiscal 2002. Revenues from Financial Services were $855.0 million for fiscal 2003, 22% higher than last year's revenues of $699.8 million. CTX MORTGAGE COMPANY Operating earnings from CTX Mortgage Company and related companies, including Title and Insurance operations, totaled $38.0 million, 126% higher than $16.8 million for fiscal 2002's fourth quarter. Aided by lower interest rates and the resulting strong refinancing environment, fiscal 2003 operating earnings from CTX Mortgage and related companies were $116.3 million, a 27% increase over $91.4 million in fiscal 2002. Mortgage originations for fiscal 2003 totaled 84,934, 6% higher than the previous year, and loan volume of $13.99 billion was up 12% from fiscal 2002. CTX Mortgage's "capture" rate of Centex Homes' non-cash buyers was 73% for fiscal 2003 versus 72% for fiscal 2002. Mortgage refinancings accounted for 42% of total originations in fiscal 2003 compared to 34% last year. CENTEX HOME EQUITY COMPANY Centex Home Equity Company (CHEC) reported operating earnings of $12.8 million for the fourth quarter of fiscal 2003, a 23% improvement over $10.4 million in last year's fourth quarter. For fiscal year 2003, CHEC's operating earnings rose 88% to $47.1 million from $25.1 million in fiscal 2002. Originations for fiscal 2003 increased 9% to a record 29,448 loans. CHEC's loan servicing portfolio under the "Portfolio Accounting Method" has reached $4.64 billion and continues to increase. CONSTRUCTION PRODUCTS For the quarter ended March 31, 2003, Centex Construction Products (CXP) reported operating earnings of $16.0 million, 16% less than $19.0 million for the same quarter last year. Minority interest in the earnings was $4.9 million this quarter versus $5.6 million for the same quarter last year. CXP's revenues for the fourth quarter this year were $117.4 million, 5% higher than $111.4 million for the fourth quarter in fiscal 2002. -MORE- CENTEX CORPORATION, PAGE 4 OF 6 For fiscal 2003, CXP operating earnings were $96.3 million, 27% higher than operating earnings of $75.9 million in fiscal 2002. The increase resulted from improved earnings in gypsum wallboard and paperboard. Minority interest in these earnings was $30.4 million in fiscal 2003 and $20.8 million in fiscal 2002. Fiscal 2003 revenues for CXP were $501.3 million, 6% higher than $471.1 million last year. CONSTRUCTION SERVICES Construction Services reported operating earnings of $4.1 million for the fourth quarter of fiscal 2003, 67% less than operating earnings of $12.3 million for the same quarter last year. This year's fourth quarter results reflect margin pressure due to the difficult operating environment for commercial construction services and a provision for a potential loss project. Revenues from Construction Services were $354.3 million for the quarter this year, 9% higher than revenues of $324.2 million for the year-ago quarter. New contracts for the quarter totaled $303 million, 25% higher than $243 million for the same quarter a year ago. For fiscal 2003, Construction Services reported operating earnings of $30.7 million, 15% less than $36.2 million in operating earnings in the prior year. Construction Services revenues for fiscal 2003 were $1.52 billion, 17% higher than $1.30 billion in the prior year. During fiscal 2003, Contracting and Construction Services was awarded approximately $857 million of new contracts, 41% less than $1.5 billion in fiscal 2002. The backlog of uncompleted construction contracts at March 31, 2003 was $1.5 billion, 30% less than $2.2 billion at March 31, 2002. INVESTMENT REAL ESTATE For the quarter ended March 31, 2003, Centex's Investment Real Estate operation, through which all investment property transactions are reported, had operating earnings of $24.9 million, 106% higher than $12.1 million for the same quarter a year ago. For fiscal 2003, Investment Real Estate had operating earnings of $54.3 million, 13% higher than $48.1 million last year. Included in these results are earnings from London, England-based Fairclough Homes, Centex's U.K-based home building operation that is owned by Centex Development Company, L.P. Fairclough built and closed 516 homes during the fourth quarter this year compared to 456 homes during the fourth quarter of fiscal 2002 and reported operating earnings of $11.0 million this quarter versus $4.4 million for the same quarter last year. During fiscal 2003, Fairclough delivered 1,492 homes and had operating earnings of $20.4 million versus 1,387 homes and operating earnings of $12.3 million in fiscal 2002. OTHER For the quarter ended March 31, 2003, the Manufactured Housing Group reported an operating loss of $11.3 million versus an operating loss of $52,000 for the same quarter last year. The loss in the fourth quarter of fiscal 2003 includes approximately $4.5 million of expenses related to the spin-off, manufactured housing community development and other activities that will not be part of the new company. It also includes approximately $8.3 million of losses for operations that will be discontinued after the spin-off. -MORE- CENTEX CORPORATION, PAGE 5 OF 6 For fiscal 2003, the Manufactured Housing Group reported a loss of $9.2 million versus a loss of $862,000 for fiscal 2002. The Group losses in 2003 and 2002 include approximately $5.6 million and $1.1 million, respectively, of expenses related to the spin-off, manufactured housing community development and other activities that will not be part of the new company. These losses also include losses of approximately $11.4 million in 2003 and $4.5 million in 2002 for operations that will be discontinued. Revenues from Manufactured Housing were $141.9 million in fiscal 2003, compared to $122.0 million in fiscal 2002. Home Services reported an operating loss of $7.1 million for the fourth quarter in fiscal 2003 compared to an operating loss of $2.2 million for the fourth quarter last year. Fiscal 2003's fourth quarter included an $8 million provision to reduce the carrying value of its remaining home security monitoring contracts. For fiscal 2003, Home Services reported an operating loss of $9.6 million compared to operating earnings of $4.0 million for the previous fiscal year. CAVCO SPIN-OFF In a separate news release issued today, Centex announced its intention to distribute to its stockholders all of the issued and outstanding stock of Cavco Industries, Inc., the primary component of its Manufactured Housing Group. Holders of Centex common stock will receive 0.05 shares of Cavco common stock for each Centex share held. Centex said it believes the distribution is in the best interests of Centex, its stockholders and Cavco. Joseph H. Stegmayer, who has been Chairman and Chief Executive Officer (CEO) of Centex's Manufactured Housing Group since 2000 and has extensive experience in the manufactured housing industry, will be Chairman and CEO of the new entity. For fiscal 2003, the operations to be included in the spin-off had income from continuing operations of $6.8 million and a loss of $11.4 million associated with discontinued operations (related to certain retail operations and idled plants). For fiscal 2002, income from continuing operations was $3.1 million and losses associated with discontinued operations were $4.5 million. These results are after interest but before income tax expense. Revenues for the spin-off operation were $137.9 million in fiscal 2003 and $125.3 million in fiscal 2002. Centex said the spin-off of Cavco will not have a material impact on Centex's future earnings or debt coverage ratios. Centex estimates the value of the tax-free dividend will be $.50 to $.70 per Centex share, although the actual value will depend on the trading price of Cavco's stock. OUTLOOK Centex enters fiscal 2004 with the highest year-end backlog of home sales in its history and expects to continue to add more neighborhoods, positioning the company to post another year of record earnings, sales, closings and backlog. Centex said it expects fiscal 2004 to be the company's eighth consecutive record year. # # # -MORE- CENTEX CORPORATION, PAGE 6 OF 6 Forward-Looking Statements. This press release contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the context of the statement and generally arise when the Company is discussing its beliefs, estimates or expectations. These statements are not guarantees of future performance and involve a number of risks and uncertainties. Actual results and outcomes may differ materially from what is expressed or forecast in such forward-looking statements. The principal risks and uncertainties that may affect the Company's actual performance and results of operations include the following: general economic conditions and interest rates; the cyclical and seasonal nature of the Company's businesses; adverse weather; changes in property taxes and energy costs; changes in federal income tax laws and federal mortgage financing programs; governmental regulations; changes in governmental and public policy; changes in economic conditions specific to any one or more of the Company's markets and businesses; competition; availability of raw materials; and unexpected operations difficulties. These and other factors are described in the Company's most recent Annual Report on Form 10-K for the fiscal year ended March 31, 2002 and in its Quarterly Reports on Form 10-Q for the fiscal quarters ended June 30, 2002 and September 30, 2002, and December 31, 2002, each of which is filed with the Securities and Exchange Commission. NOTE ATTACHMENTS: (1) Revenues and Earnings by Lines of Business (Quarter and Year) (2) Condensed Consolidated Balance Sheets (3) Condensed Consolidated Cash Flows (4) Supplemental Home Building Data (5) Housing Activity by Geographic Area (6) Housing Activity Dollar Values by Geographic Area (7) Supplemental Financial Services Data (8) Supplemental Construction Products Data Supplemental Construction Services Data -MORE- Attachment 1 Centex Corporation and Subsidiaries Revenues and Earnings by Lines of Business (dollars in thousands, except per share data)
Quarter Ended Twelve Months Ended March 31, March 31, (unaudited) (unaudited) -------------------------------------------- -------------------------------------------- 2003 2002 Change 2003 2002 Change ------------ ------------ ------------ ------------ ------------ ------------ REVENUES Home Building $ 2,078,818 $ 1,564,176 33% $ 5,934,510 $ 4,984,817 19% Financial Services 246,578 188,394 31% 855,015 699,760 22% Construction Products 117,400 111,365 5% 501,257 471,083 6% Construction Services 354,258 324,238 9% 1,517,851 1,296,024 17% Investment Real Estate 27,776 15,363 81% 66,862 72,416 (8)% Other (A) 59,915 57,632 4% 241,746 224,330 8% ------------ ------------ ------------ ------------ Total $ 2,884,745 $ 2,261,168 28% $ 9,117,241 $ 7,748,430 18% ============ ============ ============ ============ OPERATING EARNINGS Home Building $ 263,480 $ 171,853 53% $ 680,777 $ 527,462 29% Financial Services 50,759 26,948 88% 161,825 114,733 41% Construction Products 16,020 18,998 (16)% 96,268 75,868 27% Construction Services 4,087 12,343 (67)% 30,718 36,225 (15)% Investment Real Estate 24,921 12,086 106% 54,334 48,068 13% Other (A) (18,410) (2,284) (706)% (18,849) 3,140 (700)% ------------ ------------ ------------ ------------ TOTAL OPERATING EARNINGS 340,857 239,944 42% 1,005,073 805,496 25% Corporate General Expenses (19,453) (12,637) (60,289) (50,189) Interest Expense (35,280) (31,136) (119,560) (115,766) Minority Interest in Construction Products (4,925) (5,641) (30,373) (20,776) ------------ ------------ ------------ ------------ EARNINGS BEFORE INCOME TAXES 281,199 190,530 48% 794,851 618,765 28% Income Taxes (84,528) (73,054) (238,932) (236,539) ------------ ------------ ------------ ------------ NET EARNINGS $ 196,671 $ 117,476 67% $ 555,919 $ 382,226 45% ============ ============ ============ ============ Earnings Per Share: Basic $ 3.24 $ 1.93 68% $ 9.15 $ 6.31 45% Diluted $ 3.12 $ 1.85 69% $ 8.83 $ 6.11 45% Average Shares Outstanding: Basic 60,637,309 60,949,857 (1)% 60,782,042 60,560,788 --% Diluted 63,024,136 63,486,498 (1)% 63,058,156 62,529,147 1%
Attachment 2 CENTEX CORPORATION AND SUBSIDIARIES Condensed Consolidated Balance Sheets with Consolidating Details (Dollars in millions)
Centex Corporation and Subsidiaries Centex Corporation** Financial Services ----------------------- ----------------------- ----------------------- March 31, March 31, March 31, March 31, March 31, March 31, 2003* 2002 2003* 2002 2003* 2002 ---------- ---------- ---------- ---------- ---------- ---------- ASSETS Cash - Unrestricted $ 472 $ 220 $ 457 $ 193 $ 15 $ 27 Restricted 172 106 8 5 164 101 Receivables - Residential Mortgage Loans Held for Investment 4,643 3,254 -- -- 4,643 3,254 Residential Mortgage Loans Held for Sale 303 242 -- -- 303 242 Other Receivables 663 567 465 419 198 148 Inventories - Homebuilding 3,422 2,599 3,422 2,599 -- -- Construction Products and Other 84 105 75 76 9 29 Investments (primarily in CDC) 383 364 788 862 -- -- Property and Equipment, net 696 720 654 672 42 48 Goodwill 372 350 355 333 17 17 Deferred Charges and Other Assets 400 458 121 176 279 282 ---------- ---------- ---------- ---------- ---------- ---------- $ 11,610 $ 8,985 $ 6,345 $ 5,335 $ 5,670 $ 4,148 ========== ========== ========== ========== ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Accounts Payable and Accrued Liabilities $ 1,678 $ 1,438 $ 1,414 $ 1,275 $ 290 $ 351 Debt Non-Financial Services 2,106 1,792 2,106 1,792 -- -- Financial Services 4,999 3,485 -- -- 4,999 3,485 Minority Stockholders' Interest 170 153 168 151 2 2 Stockholders' Equity 2,657 2,117 2,657 2,117 379 310 ---------- ---------- ---------- ---------- ---------- ---------- $ 11,610 $ 8,985 $ 6,345 $ 5,335 $ 5,670 $ 4,148 ========== ========== ========== ========== ========== ==========
* March 31, 2003 balances are unaudited. ** In the supplemental data presented above, "Centex Corporation" represents the consolidation of all subsidiaries other than those included in Financial Services. Transactions between Centex Corporation and Financial Services have been eliminated from the Centex Corporation and Subsidiaries balance sheets. *** We believe that separate disclosure of the consolidating information is useful because the Financial Services subsidiaries operate in a distinctly different financial environment that generally requires significantly less equity to support their higher debt levels compared to the operations of our other subsidiaries; the Financial Services subsidiaries have structured their financing programs substantially on a stand-alone basis; and we have limited obligations with respect to the indebtedness of our Financial Services subsidiaries. Management uses this information in its financial and strategic planning. Attachment 3 CENTEX CORPORATION AND SUBSIDIARIES Condensed Consolidated Cash Flows with Consolidating Details (Dollars in millions)
Centex Corporation and Subsidiaries Centex Corporation** Financial Services ------------------------ ------------------------ ------------------------ For the Twelve Months For the Twelve Months For the Twelve Months Ended March 31, Ended March 31, Ended March 31, ------------------------ ------------------------ ------------------------ 2003* 2002* 2003* 2002* 2003* 2002* ---------- ---------- ---------- ---------- ---------- ---------- CASH FLOWS - OPERATING ACTIVITIES Net Earnings $ 556 $ 382 $ 556 $ 382 $ 153 $ 81 Adjustments - Depreciation and Amortization 113 91 96 75 17 16 Other Noncash Adjustments 51 (15) (141) (113) 37 (24) Decrease (Increase) in Loans Held for Sale (62) 40 -- -- (62) 40 Increase in Inventories (711) (507) (731) (487) 20 (20) Other Operating Activities 73 90 87 167 (174) 93 ---------- ---------- ---------- ---------- ---------- ---------- 20 81 (133) 24 (9) 186 ---------- ---------- ---------- ---------- ---------- ---------- CASH FLOWS - INVESTING ACTIVITIES Increase in Loans Held for Investment (1,428) (1,500) -- -- (1,428) (1,500) Other Investing Activities (145) (137) 106 (232) (15) (7) ---------- ---------- ---------- ---------- ---------- ---------- (1,573) (1,637) 106 (232) (1,443) (1,507) ---------- ---------- ---------- ---------- ---------- ---------- CASH FLOWS - FINANCING ACTIVITIES Increase in Short-Term Debt, net 534 (213) 6 19 528 (232) Issuance (Repayment) of Long-Term Debt, net 1,294 1,903 308 308 986 1,594 Other Financing Activities (23) 28 (23) 28 (74) (26) ---------- ---------- ---------- ---------- ---------- ---------- 1,805 1,718 291 355 1,440 1,336 ---------- ---------- ---------- ---------- ---------- ---------- Net Increase in Cash and Cash Equivalents 252 162 264 147 (12) 15 Cash and Cash Equivalents at Beginning of Period 220 58 193 46 27 12 ---------- ---------- ---------- ---------- ---------- ---------- Cash and Cash Equivalents at End of Period $ 472 $ 220 $ 457 $ 193 $ 15 $ 27 ========== ========== ========== ========== ========== ==========
* March 31, 2003 balances are unaudited. ** In the supplemental data presented above, "Centex Corporation" represents the consolidation of all subsidiaries other than those included in Financial Services. Transactions between Centex Corporation and Financial Services have been eliminated from the Centex Corporation and Subsidiaries statements of cash flows. *** We believe that separate disclosure of the consolidating information is useful because the Financial Services subsidiaries operate in a distinctly different financial environment that generally requires significantly less equity to support their higher debt levels compared to the operations of our other subsidiaries; the Financial Services subsidiaries have structured their financing programs substantially on a stand-alone basis; and we have limited obligations with respect to the indebtedness of our Financial Services subsidiaries. Management uses this information in its financial and strategic planning. Attachment 4 Centex Corporation and Subsidiaries Supplemental Home Building Data (unaudited) (dollars in millions, except per unit data)
Quarter Ended March 31, ---------------------------------------------------------------- 2003 2002 ------------------------------ ------------------------------ HOME BUILDING MARGINS Revenues - Housing $ 2,056.6 100.0% $ 1,543.4 100.0% Cost of Sales - Housing (1,522.5) (74.0)% (1,151.1) (74.6)% ------------ ------------ ------------ ------------ Gross Margin - Housing 534.1 26.0% 392.3 25.4% ------------ ------------ ------------ ------------ Revenues - Land Sales & Other 22.2 20.8 Cost of Sales - Land Sales & Other (22.5) (23.1) ------------ ------------ Gross Margin - Land Sales & Other (0.3) (2.3) ------------ ------------ Total Gross Margin 533.8 25.7% 390.0 24.9% Selling, General & Administrative (270.3) (13.0)% (218.1) (13.9)% ------------ ------------ ------------ ------------ OPERATING EARNINGS $ 263.5 12.7% $ 171.9 11.0% ============ ============ Units Closed 9,135 7,125 Unit Sales Price $ 225,132 $ 216,611 % Change 3.9% 2.1% Operating Earnings per Unit $ 28,843 $ 24,120 % Change 19.6% (4.3)% Average Neighborhoods 551 473 % Change 16.5% 3.3% Twelve Months Ended March 31, ---------------------------------------------------------------- 2003 2002 ------------------------------ ------------------------------ HOME BUILDING MARGINS Revenues - Housing $ 5,818.8 100.0% $ 4,907.4 100.0% Cost of Sales - Housing (4,297.1) (73.8)% (3,648.6) (74.3)% ------------ ------------ ------------ ------------ Gross Margin - Housing 1,521.7 26.2% 1,258.8 25.7% ------------ ------------ ------------ ------------ Revenues - Land Sales & Other 115.7 77.4 Cost of Sales - Land Sales & Other (91.4) (64.9) ------------ ------------ Gross Margin - Land Sales & Other 24.3 12.5 ------------ ------------ Total Gross Margin 1,546.0 26.1% 1,271.3 25.5% Selling, General & Administrative (865.2) (14.6)% (743.8) (14.9)% ------------ ------------ ------------ ------------ OPERATING EARNINGS $ 680.8 11.5% $ 527.5 10.6% ============ ============ ============ Units Closed 26,427 22,960 Unit Sales Price $ 220,183 $ 213,738 % Change 3.0% 3.8% Operating Earnings per Unit $ 25,761 $ 22,973 % Change 12.1% 11.6% Average Neighborhoods 519 474 % Change 9.5% 3.7%
LOT POSITION AS OF MARCH 31,
2003 2002 ------------ ------------ Lot Owned and Controlled: Lots Owned 59,844 43,513 37.5% Lots Controlled 70,926 50,819 39.6% ------------ ------------ Total 130,770 94,332 38.6% ============ ============
Attachment 5 Centex Corporation and Subsidiaries Housing Activity by Geographic Area
Closings ----------------------------------------------------------------------------------------------- Quarter Ended March 31, Twelve Months Ended March 31, --------------------------------------------- --------------------------------------------- 2003 2002 Change 2003 2002 Change ------------ ------------ ------------ ------------ ------------ ------------ Mid-Atlantic 1,434 1,155 24% 4,501 3,877 16% Southeast 1,585 1,389 14% 4,851 4,440 9% Midwest 1,684 1,089 55% 4,695 3,688 27% Southwest 2,890 2,242 29% 8,157 6,910 18% West Coast 1,542 1,250 23% 4,223 4,045 4% ------------ ------------ ------------ ------------ 9,135 7,125 28% 26,427 22,960 15% ============ ============ ============ ============

Sales (Orders) Backlog --------------------------------------------- 3/31/03 3/31/02 Change ------------ ------------ ------------ Mid-Atlantic 2,148 1,503 43% Southeast 2,713 2,315 17% Midwest 2,920 2,093 40% Southwest 2,258 2,361 (4)% West Coast 2,011 1,099 83% ------------ ------------ 12,050 9,371 29% ============ ============

Sales (Orders) ----------------------------------------------------------------------------------------------- Quarter Ended March 31, Twelve Months Ended March 31, --------------------------------------------- --------------------------------------------- 2003 2002 Change 2003 2002 Change ------------ ------------ ------------ ------------ ------------ ------------ Mid-Atlantic 1,586 1,256 26% 5,146 3,936 31% Southeast 1,441 1,446 --% 5,249 4,819 9% Midwest 1,559 1,182 32% 5,087 3,744 36% Southwest 2,280 2,091 9% 8,054 6,725 20% West Coast 1,357 1,045 30% 5,132 3,763 36% ------------ ------------ ------------ ------------ 8,223 7,020 17% 28,668 22,987 25% ============ ============ ============ ============
Effective with the June 30, 2002 quarter's release, Centex realigned its conventional home building operating units into the above newly designated geographic areas. Attachment 6 Centex Corporation and Subsidiaries Housing Activity Values by Geographic Area
Housing Revenues - Closings (dollars in millions) ----------------------------------------------------------------------------------------------- Quarter Ended March 31, Twelve Months Ended March 31, --------------------------------------------- --------------------------------------------- 2003 2002 Change 2003 2002 Change ------------ ------------ ------------ ------------ ------------ ------------ Mid-Atlantic $ 367.2 $ 284.4 29% $ 1,160.8 $ 944.8 23% Southeast 343.6 290.0 18% 1,010.3 907.5 11% Midwest 324.0 205.6 58% 893.5 700.6 28% Southwest 431.9 347.0 24% 1,222.0 1,036.5 18% West Coast 589.9 416.4 42% 1,532.2 1,318.0 16% ------------ ------------ ------------ ------------ $ 2,056.6 $ 1,543.4 33% $ 5,818.8 $ 4,907.4 19% ============ ============ ============ ============

Sales (Orders) Backlog Value (dollars in millions) --------------------------------------------- 3/31/03 3/31/02 Change ------------ ------------ ------------ Mid-Atlantic $ 616.7 $ 405.3 52% Southeast 574.1 468.8 22% Midwest 553.2 384.2 44% Southwest 343.2 347.8 (1)% West Coast 714.8 330.3 116% ------------ ------------ $ 2,802.0 $ 1,936.4 45% ============ ============
Attachment 7 Centex Corporation and Subsidiaries Supplemental Financial Services Data CTX MORTGAGE COMPANY
Quarter Ended March 31, Twelve Months Ended March 31, ---------------------------------- ---------------------------------- 2003 2002 Change 2003 2002 Change -------- -------- -------- -------- -------- -------- Originations Builder 6,410 4,823 33% 18,127 15,435 17% Retail 17,718 13,102 35% 66,807 64,949 3% -------- -------- -------- -------- Total 24,128 17,925 35% 84,934 80,384 6% ======== ======== ======== ======== Applications Builder 5,904 4,723 25% 20,103 16,344 23% Retail 20,921 12,043 74% 69,883 60,188 16% -------- -------- -------- -------- Total 26,825 16,766 60% 89,986 76,532 18% ======== ======== ======== ======== Loan Volume (in billions) $ 4.02 $ 2.86 41% $ 13.99 $ 12.45 12% ======== ======== ======== ======== Average Loan Size $166,600 $159,300 5% $164,700 $154,800 6% ======== ======== ======== ======== Profit per Loan $ 1,574 $ 937 68% $ 1,369 $ 1,137 20% ======== ======== ======== ========
CHEC (B & C)
Quarter Ended March 31, Twelve Months Ended March 31, ---------------------------------- ---------------------------------- 2003 2002 Change 2003 2002 Change -------- -------- -------- -------- -------- -------- Originations 7,667 5,754 33% 29,448 26,955 9% ======== ======== ======== ======== ======== ======== Applications 74,835 44,739 67% 248,150 172,498 44% ======== ======== ======== ======== ======== ======== Loan Volume (in billions) $ 0.70 $ 0.45 56% $ 2.51 $ 2.09 20% ======== ======== ======== ======== ======== ======== Average Loan Size $ 91,800 $ 78,100 18% $ 85,100 $ 77,600 10% ======== ======== ======== ======== ======== ======== Earnings As a % of Average "Owned" Portfolio 1.15% 1.33% 1.20% 0.98% ======== ======== ======== ========

SERVICING PORTFOLIO AS OF MARCH 31: 2003 2002 Change -------- -------- -------- Number of Loans: Portfolio Accounting Method 61,073 45,211 Other 13,329 17,622 -------- -------- Total 74,402 62,833 18% ======== ======== Servicing Portfolio ($ in billions): Portfolio Accounting Method $ 4.64 $ 3.25 Other 0.84 1.12 -------- -------- Total $ 5.48 $ 4.37 26% ======== ========
Attachment 8 Centex Corporation and Subsidiaries SUPPLEMENTAL CONSTRUCTION PRODUCTS DATA (volumes in thousands, except Gypsum Wallboard)
Quarter Ended March 31, Twelve Months Ended March 31, ---------------------------------------- ---------------------------------------- 2003 2002 Change 2003 2002 Change ---------- ---------- ---------- ---------- ---------- ---------- Cement Sales Volumes (Tons) 463 446 4% 2,361 2,441 (3)% Average Net Sales Price $ 63.64 $ 65.04 (2)% $ 66.84 $ 67.69 (1)% Gypsum Wallboard Sales Volumes (MMSF) 548 518 6% 1,933 1,930 -% Average Net Sales Price $ 79.00 $ 82.27 (4)% $ 87.12 $ 72.97 19% Paperboard Sales Volumes (Tons) 60 58 3% 225 210 7% Average Net Sales Price $ 419.60 $ 398.93 5% $ 408.44 $ 398.13 3% Concrete Sales Volumes (Cubic Yards) 159 132 20% 681 673 1% Average Net Sales Price $ 52.92 $ 56.07 (6)% $ 53.86 $ 55.93 (4)% Aggregates Sales Volumes (Tons) 793 909 (13)% 4,159 4,265 (2)% Average Net Sales Price $ 5.02 $ 4.37 15% $ 4.51 $ 4.33 4%
SUPPLEMENTAL CONSTRUCTION SERVICES DATA (dollars in millions)
Quarter Ended March 31, Twelve Months Ended March 31, ---------------------------------------- ---------------------------------------- 2003 2002 Change 2003 2002 Change ---------- ---------- ---------- ---------- ---------- ---------- New Contracts $ 303 $ 243 25% $ 857 $ 1,455 (41)% ========== ========== ========== ========== Backlog at March 31, $ 1,520 $ 2,180 (30)% ========== ==========
EX-99.2 4 d05031exv99w2.txt EX-99.2 PRESS RELEASE EXHIBIT 99.2 WWW.CENTEX.COM P.O. Box 199000 Dallas, Texas 75219-9000 (CENTEX LOGO) 2728 North Harwood Dallas, Texas 75201-1516 Phone: (214) 981-5000 NEWS RELEASE - -------------------------------------------------------------------------------- FOR IMMEDIATE RELEASE For more information, contact at 214/981-5000: LAURENCE E. HIRSCH, Chairman and Chief Executive Officer LELDON E. ECHOLS, Executive Vice President and Chief Financial Officer MATTHEW G. MOYER, Vice President--Investor Relations HTTP://WWW.CENTEX.COM CENTEX CORPORATION ANNOUNCES TAX-FREE SPIN-OFF OF MANUFACTURED HOUSING OPERATION TO CENTEX STOCKHOLDERS (DALLAS, TX April 22, 2003): Centex Corporation (NYSE: CTX) announced today that its Board of Directors has approved the tax-free distribution to Centex Corporation stockholders of 100% of the outstanding shares of common stock of Cavco Industries, Inc., the major component of Centex's Manufactured Housing Group. All of the Cavco shares are currently held by Centex. Shareholders of Centex common stock as of the record date, estimated to be in early to mid-June, will receive 0.05 shares of Cavco common stock for each Centex share held as of that date. The actual number of shares distributed will depend on the number of shares of Centex common stock outstanding on the record date. Centex has received a ruling from the Internal Revenue Service to the effect that its stockholders will not be subject to federal income taxes as the result of receiving Cavco shares. The transaction is still subject to the approval of the disclosure filing to be made with the Securities and Exchange Commission. Stockholder approval is not required for the distribution. Based on Cavco's recent operating results and earnings per share multiples of public manufactured housing companies, and assuming no further significant deterioration in the manufactured housing market, Centex estimates that the value of this tax-free dividend will be $.50 to $.70 per Centex share, although the actual value will depend on the trading price of Cavco's stock. The spin-off will not have a material impact on Centex's future earnings or debt coverage ratios. Once the spin-off is complete, Cavco will be a separately traded public company. Cavco intends to file an application for its common stock to be admitted to trading on the Nasdaq National Market under the symbol "CVCO." Joseph H. Stegmayer, who has been Chairman and Chief Executive Officer (CEO) of Centex's Manufactured Housing Group since 2000, and has extensive experience in the manufactured housing industry, will be Chairman and CEO of the new entity. Cavco, which will continue to be headquartered in Phoenix, is the largest manufactured housing company in Arizona. (more) CENTEX MANUFACTURED HOUSING OPERATION TO BE SPUN OFF, Page 2 of 2 Centex said it believes the distribution is in the best interests of Centex, its stockholders and Cavco. Among other considerations, it will eliminate competition for capital between Cavco's business and the other businesses of Centex and will allow the management of each company to focus solely on the opportunities and challenges specific to its respective business. "We think this new ownership structure will enable Cavco to reach its full potential and is in the best interests of our stockholders," said Larry Hirsch, Chairman and CEO of Centex. "We are confident that Joe and his management team have the capabilities to position this business to take advantage of the inevitable recovery of the manufactured housing industry." "We at Cavco are truly excited about the opportunities we will have as an independent public entity," said Mr. Stegmayer. "We believe that we are well-positioned to confront the difficult conditions currently facing the industry and to thrive as the outlook improves." For fiscal 2003, the operations to be included in the spin-off had income from continuing operations of $6.8 million versus $3.1 million in fiscal 2002. Losses associated with discontinued operations, related to certain retail operations and idled plants, were $11.4 million in fiscal 2003 and $4.5 million in fiscal 2002. These results are after interest expense but before income taxes. Revenues from continuing operations were $110 million in fiscal 2003 versus $96 million in 2002. Revenues for discontinued operations were $28 million in 2003 as compared to $29 million in fiscal 2002. The Company's continuing operations delivered 3,631 units in fiscal 2003 compared to 3,370 units last year. Centex stockholders are not required to take any action in connection with the distribution. # # # Forward-Looking Statements. This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the context of the statement and generally arise when the Company is discussing its beliefs, estimates or expectations. These statements are not guarantees of future performance and involve a number of risks and uncertainties. Actual results and outcomes may differ materially from what is expressed or forecast in such forward-looking statements. The principal risks and uncertainties that may affect the Company's actual performance and results of operations include the following: general economic conditions and interest rates; the cyclical and seasonal nature of the Company's businesses; adverse weather; changes in property taxes and energy costs; changes in federal income tax laws and federal mortgage financing programs; governmental regulations; changes in governmental and public policy; changes in economic conditions specific to any one or more of the Company's markets and businesses; competition; availability of raw materials; and unexpected operations difficulties. These and other factors are described in the Company's most recent Annual Report on Form 10-K for the fiscal year ended March 31, 2002 and in its Quarterly Reports on Form 10-Q for the fiscal quarters ended June 30, 2002 and September 30, 2002, and December 31, 2002, each of which is filed with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----

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CENTEX CORPORATION

By:		/s/ Raymond G. Smerge Name: Raymond G. Smerge Title: Executive Vice President, Chief Legal Officer and Secretary