8-K

UNITED STATES

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): May 29, 2018

Cavco Industries, Inc.

(Exact name of registrant as specified in its charter)

Delaware	000-08822	56-2405642
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

1001 North Central Avenue, Suite 800,

Phoenix, Arizona 85004

(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code: (602) 256-6263

Not applicable

(Former name or former address if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition

On May 29, 2018, Cavco Industries, Inc., a Delaware corporation (the “Company”), announced financial results for its fiscal fourth quarter and year endedMarch 31, 2018. A copy of the Company’s press release announcing these financial results is attached as Exhibit 99.1 hereto and incorporated in this Item 2.02 by reference.

Item 9.01. Financial Statements and Exhibits

Exhibit Number	Description
99.1	Press Release dated May 29, 2018

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.

CAVCO INDUSTRIES, INC.
By:	/s/ Daniel L. Urness
	Daniel L. Urness
	Executive Vice President, Treasurer
	and Chief Financial Officer
Date:	May 29, 2018

EXHIBIT INDEX

Exhibit Number	Description
99.1	Press Release dated May 29, 2018

EX-99.1

	For additional information, contact:
	Dan Urness CFO and Treasurer danu@cavco.com
News Release	Phone: 602-256-6263 On the Internet: www.cavco.com

FOR IMMEDIATE RELEASE

CORRECTING and REPLACING -- CAVCO INDUSTRIES REPORTS FISCAL 2018FOURTH QUARTER AND YEAR END RESULTS

PHOENIX, May 29, 2018 (GLOBE NEWSWIRE) -- In a release issued earlier today under the same headline by Cavco Industries, Inc. (Nasdaq:CVCO), please note the conference call time should be May 30, 2018 at 11:00 AM Eastern Time rather than 1:00 PM Eastern Time as originally issued. The corrected release follows:

Cavco Industries Reports Fiscal 2018 Fourth Quarter and Year End Results

Cavco Industries, Inc. (Nasdaq:CVCO) today announced financial results for the fourth quarter and fiscal year endedMarch 31, 2018. On April 3, 2017, the Company completed the acquisition of Lexington Homes, Inc., which operates a manufactured housing plant in Lexington, Mississippi. Since the acquisition date, the results from this new business are included in Cavco's consolidated financial statements presented herein.

Three months ended March 31, 2018 compared to the three months ended April 1, 2017

• Net revenue was $242.5 million, up22.5% from $198.0 million. The increase was the result of higher home prices and sales volume. The Company recognized $14.8 million of home sales revenue and $1.8 million of income from operations from early commercial loan payoffs received under Cavco's wholesale lending programs. This revenue was previously deferred in prior periods in the normal course of business.

• Income before income taxes was $30.7 million, an 86.1%increase over $16.5 million. Current quarter results include $4.5 million of other income from gains realized in the sale of corporate investments.

• Income tax expense was $8.6 million, resulting in an effective tax rate of 27.9% compared to $5.6 million and an effective tax rate of 33.9%.

• Net income was $22.1 million compared to $10.9 million, a 102.8%increase.

• Net income per share, based on basic and diluted weighted average shares outstanding, was $2.45 and $2.40, respectively, versus $1.21 and $1.19, respectively.

Twelve months ended March 31, 2018 compared to the twelve months ended April 1, 2017

• Net revenue was $871.2 million, 12.6% higher than $773.8 million. The increase was primarily from a larger proportion of higher priced homes sold and improved home sales volume.

• Income before income taxesincreased42.0% to $78.5 million as compared to $55.3 million. In addition to the investment gain described above, the improvement was from increased home sales volume and pricing, a $3.4 million favorable dispute settlement resolution in the third fiscal quarter and improved earnings in the financial services segment.

• Income tax expense was $17.0 million, creating an effective tax rate of 21.7% compared to income tax expense of $17.3 million and an effective rate of 31.3%. The current fiscal year benefited from the Tax Cuts and Jobs Act, which made broad and complex changes to the U.S. tax code. In connection with lower federal income tax liability related to the Tax Act and requisite revaluation of the net deferred income tax balance, the Company recorded a net income tax benefit of $4.8 million (or $0.52 per diluted share). Additionally, the Company recognized benefits of $2.1 million (or $0.23 per diluted share) from the current year adoption of accounting standards that required excess tax benefits on stock option exercises to be recorded as a reduction of income tax expense instead of equity as was previously required.

• Net income was $61.5 million, up61.8% from net income of $38.0 million.

• Net income per share, based on basic and diluted weighted average shares outstanding, was $6.82 and $6.68, respectively, versus basic and diluted net income per share of $4.23 and $4.17, respectively.

Commenting on the results, Joseph Stegmayer, Chairman, President and Chief Executive Officer said, "We were pleased to complete the fiscal year with improved income from operations and growth in product sales. Fourth quarter gross profit as a percentage of revenue improved from home sales prices gradually increasing throughout the year to address rapidly rising material and labor input costs. Still, we work to keep prices competitive and affordable through efficient factory production processes and cost controls. We are also focused on improving production workforce size and productivity to raise home building levels further."

Mr. Stegmayer continued, "Fiscal year 2019 begins with optimism about demand for housing as home ownership rates, currently at a low 64.2%, are reported to be trending higher. With housing prices and rental rates also on the rise, we believe systems-built housing will be an increasingly sought after option for affordable living."

Cavco’s management will hold a conference call to review these results tomorrow, May 30, 2018, at 11:00 AM (Eastern Time). Interested parties can access a live webcast of the conference call on the Internet at www.cavco.com under the Investor Relations link. An archive of the webcast and presentation will be available for 90 days at www.cavco.com under the Investor Relations link.

Cavco Industries, Inc., headquartered in Phoenix, Arizona, designs and produces factory-built housing products primarily distributed through a network of independent and Company-owned retailers. The Company is one of the largest producers of manufactured homes in the United States, based on reported wholesale shipments, marketed under a variety of brand names including Cavco Homes, Fleetwood Homes, Palm Harbor Homes, Fairmont Homes, Friendship Homes, Chariot Eagle and Lexington Homes. The Company is also a leading producer of park model RVs, vacation cabins, and systems-built commercial structures, as well as modular homes built primarily under the Nationwide Homes brand. Cavco’s mortgage subsidiary, CountryPlace Mortgage, is an approved Fannie Mae and Freddie Mac seller/servicer, a Ginnie Mae mortgage-backed securities issuer that offers conforming mortgages, non-conforming mortgages and home-only loans to purchasers of factory-built homes. Our insurance subsidiary, Standard Casualty, provides property and casualty insurance to owners of manufactured homes.

Certain statements contained in this release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities and Exchange Act of 1934 and the Private Securities Litigation Reform Act of 1995. In general, all statements that are not historical in nature are forward-looking. Forward-looking statements are typically included, for example, in discussions regarding the manufactured housing and site-built housing industries; our financial performance and operating results; and the expected effect of certain risks and uncertainties on our business, financial condition and results of operations. All forward-looking statements are subject to risks and uncertainties, many of which are beyond our control. As a result, our actual results or performance may differ materially from anticipated results or performance. Factors that could cause such differences to occur include, but are not limited to: adverse industry conditions; our ability to successfully integrate past acquisitions, including the recent acquisition of Lexington Homes, and any future acquisition or the ability to attain the anticipated benefits of such acquisitions; the risk that any past or future acquisition may adversely impact our liquidity; involvement in vertically integrated lines of business, including manufactured housing consumer finance, commercial finance and insurance; a constrained consumer financing market; curtailment of available financing for retailers in the manufactured housing industry; our participation in certain wholesale and retail financing programs for the purchase of our products by industry distributors and consumers may expose us to additional risk of credit loss; significant warranty and construction defect claims; our contingent repurchase obligations related to wholesale financing; market forces and housing demand fluctuations; net losses were incurred in certain prior periods and there can be no assurance that we will generate income in the future; a write-off of all or part of our goodwill; the cyclical and seasonal nature of our business; limitations on our ability to raise capital; competition; our ability to maintain relationships with independent distributors; our business and operations being concentrated in certain geographic regions; labor shortages; pricing and availability of raw materials; unfavorable zoning ordinances; loss of any of our executive officers; organizational document provisions delaying or making a change in control more difficult; volatility of stock price; general deterioration in economic conditions and continued turmoil in the credit markets; increased costs of healthcare benefits for employees; governmental and regulatory disruption; information technology failures and data security breaches; extensive regulation affecting manufactured housing; together with all of the other risks described in our filings with the Securities and Exchange Commission. Readers are specifically referred to the Risk Factors described in Item 1A of the 2017 Form 10-K, as may be amended from time to time, which identify important risks that could cause actual results to differ from those contained in the forward-looking statements. Cavco expressly disclaims any obligation to update any forward-looking statements contained in this release, whether as a result of new information, future events or otherwise. Investors should not place any reliance on any such forward-looking statements.

CAVCO INDUSTRIES, INC.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share amounts)

	March 31, 2018		April 1, 2017
ASSETS	(Unaudited)
Current assets:
Cash and cash equivalents	$	186,766	$	132,542
Restricted cash, current	11,228		11,573
Accounts receivable, net	35,043		29,448
Short-term investments	11,866		11,289
Current portion of consumer loans receivable, net	31,096		31,115
Current portion of commercial loans receivable, net	5,481		7,932
Inventories	109,152		93,855
Prepaid expenses and other current assets	27,961		29,806
Deferred income taxes, current	—		9,204
Total current assets	418,593		356,764
Restricted cash	1,264		724
Investments	33,573		30,256
Consumer loans receivable, net	63,855		64,686
Commercial loans receivable, net	11,120		17,901
Property, plant and equipment, net	63,355		56,964
Goodwill and other intangibles, net	83,020		80,021
Total assets	$	674,780	$	607,316
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable	$	23,785	$	24,010
Accrued liabilities	126,500		109,789
Current portion of securitized financings and other	26,044		6,417
Total current liabilities	176,329		140,216
Securitized financings and other	33,768		51,574
Deferred income taxes	7,577		21,118
Stockholders’ equity:
Preferred stock, $.01 par value; 1,000,000 shares authorized; No shares issued or outstanding	—		—
Common stock, $.01 par value; 40,000,000 shares authorized; Outstanding 9,044,858 and 8,994,968 shares, respectively	90		90
Additional paid-in capital	246,197		244,791
Retained earnings	209,381		148,141
Accumulated other comprehensive income	1,438		1,386
Total stockholders’ equity	457,106		394,408
Total liabilities and stockholders’ equity	$	674,780	$	607,316

CAVCO INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share amounts)

(Unaudited)

	Three Months Ended						Year Ended
	March 31, 2018			April 1, 2017			March 31, 2018			April 1, 2017
Net revenue	$	242,529		$	197,998		$	871,235		$	773,797
Cost of sales	188,225			155,864			690,555			615,760
Gross profit	54,304			42,134			180,680			158,037
Selling, general and administrative expenses	28,404			25,112			106,907			101,231
Income from operations	25,900			17,022			73,773			56,806
Interest expense	(1,092		)	(1,059		)	(4,397		)	(4,443		)
Other income, net	5,896			511			9,147			2,918
Income before income taxes	30,704			16,474			78,523			55,281
Income tax expense	(8,564		)	(5,586		)	(17,021		)	(17,326		)
Net income	$	22,140		$	10,888		$	61,502		$	37,955
Net income per share:
Basic	$	2.45		$	1.21		$	6.82		$	4.23
Diluted	$	2.40		$	1.19		$	6.68		$	4.17
Weighted average shares outstanding:
Basic	9,039,815			8,994,233			9,024,437			8,976,064
Diluted	9,240,296			9,122,235			9,201,706			9,105,743

CAVCO INDUSTRIES, INC.

OTHER OPERATING DATA

(Dollars in thousands)

(Unaudited)

	Three Months Ended				Year Ended
	March 31, 2018		April 1, 2017		March 31, 2018		April 1, 2017
Net revenue:
Factory-built housing	$	228,074	$	184,458	$	815,519	$	720,971
Financial services	14,455		13,540		55,716		52,826
Total net revenue	$	242,529	$	197,998	$	871,235	$	773,797
Capital expenditures	$	5,361	$	952	$	8,386	$	5,295
Depreciation	$	959	$	833	$	3,658	$	3,319
Amortization of other intangibles	$	92	$	92	$	368	$	368
Total factory-built homes sold	4,063		3,697		14,537		13,820