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):
October 19, 2006

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)		(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:

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

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

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

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

TABLE OF CONTENTS

EX-99.1 Press Release

Item 2.02. Results of Operations and Financial Condition

     On October 19, 2006, Cavco Industries, Inc., a Delaware corporation (the “Corporation”), announced its financial results for its fiscal second quarter and six months ended September 30, 2006. A copy of the Corporation’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 October 19, 2006

Page 2

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.
(Registrant)
By:	/s/ Daniel L. Urness
	Name:	Daniel L. Urness
	Title:	Chief Financial Officer

Date: October 19, 2006

Page 3

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release dated October 19, 2006

Page 4

EX-99.1

Exhibit 99.1

N e w s R e l e a s e

For additional information, contact:

Joseph Stegmayer

Chairman and CEO

Phone: 602-256-6263

joes@cavco.com

On the Internet:

www.cavco.com

FOR IMMEDIATE RELEASE

CAVCO INDUSTRIES REPORTS SECOND QUARTER RESULTS
Sales decline 8.6% to $43.1 million
Net income 8.5% lower to $3.2 million

PHOENIX, AZ — (October 19, 2006) – Cavco Industries, Inc. (NASDAQ: CVCO) today announced financial results for the second quarter and first six months of its fiscal year 2007 ended September 30, 2006.

     Net sales for the second quarter of fiscal 2007 declined 8.6% to $43,063,000, down from $47,091,000 for the second quarter of fiscal year 2006.

     Net income for the second quarter was $3,217,000 compared with $3,517,000 in the same quarter one year ago. For the second quarter of fiscal 2007, net income per share based on basic weighted average shares outstanding was $0.51 versus $0.56 for the same period last year, and net income per share based on diluted weighted average shares outstanding was $0.49 versus $0.52 last year.

     For the first six months of fiscal 2007, net sales increased 4.5% to $97,113,000 from $92,967,000 for the same period last year. Net income for the first six months of this year was up 7.0% to $7,551,000 versus $7,059,000 for the comparable prior year period. For the first six months of fiscal 2007, net income per share based on basic weighted average shares outstanding was $1.19 versus $1.12 for the same period last year, and net income per share based on diluted weighted average shares outstanding was $1.14 versus $1.06 last year.

     Joseph Stegmayer, Chairman, President and Chief Executive Officer, said, “The second quarter of fiscal year 2007 has proven to be challenging, as anticipated. Order rates declined significantly during the quarter and our backlog has consequently been reduced to a low level. Manufactured home sales activity in our region, particularly in California, continues to be soft. In response to overall industry conditions, we have reduced our rate of production and have adjusted our workforce to match current market demand.”

     Mr. Stegmayer added, “We continue to enhance our product offering with new home designs, sizes and features in order to capture the existing demand for attractive, affordable housing in our market areas. We began to pursue various niche markets prior to the current sales decline, which has kept us moving forward during these difficult times. The start-up of the Texas plant is progressing slower than anticipated as it develops the people needed to improve production efficiency and expand its product line.” Mr. Stegmayer continued, “The strong environment last year versus the weak market conditions we now face will make comparisons challenging for the balance of this fiscal year. However, we intend to maximize the opportunities afforded us through the commendable efforts of our people and our distributors, and we are confident in our ability to successfully compete in these turbulent market conditions.”

     Cavco’s senior management will hold a conference call to review these results tomorrow, October 20, 2006, at 1:00 p.m. (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, or the web site www.earnings.com. An archive of the webcast and presentation will be available for 90 days at these website addresses.

     Cavco Industries, Inc., headquartered in Phoenix, is the largest producer of manufactured homes in Arizona, based on wholesale shipments. The Company is also a leading producer of park model homes and vacation cabins in the United States.

     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 industry; 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, the cyclical and seasonal nature of our business, limitations on our ability to raise capital, curtailment of available financing in the manufactured housing industry, our contingent repurchase obligations related to wholesale financing, competition, our ability to maintain relationships with retailers, labor shortages, pricing and availability of raw materials, unfavorable zoning ordinances and our lack of recent operating history as an independent public company, 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 2006 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.

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CAVCO INDUSTRIES, INC.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands)

	September 30,			March 31,
	2006			2006
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	11,288		$	15,122
Short-term investments		49,900			42,900
Restricted cash		537			1,223
Accounts receivable		8,569			11,568
Inventories		14,015			12,733
Prepaid expenses and other current assets		2,128			1,446
Deferred income taxes		4,110			4,040
Total current assets		90,547			89,032
Property, plant and equipment, at cost:
Land		6,050			6,050
Buildings and improvements		6,764			6,744
Machinery and equipment		7,446			6,752
		20,260			19,546
Accumulated depreciation		(7,574	)		(7,202	)
		12,686			12,344
Goodwill		67,346			67,346
Total assets	$	170,579		$	168,722
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	4,501		$	6,269
Accrued liabilities		20,903			26,384
Total current liabilities		25,404			32,653
Deferred income taxes		11,910			11,040
Commitments and contingencies
Stockholders’ equity
Preferred Stock, $.01 par value; 1,000,000 shares authorized;
No shares issued or outstanding		—			—
Common Stock, $.01 par value; 20,000,000 shares authorized;
Outstanding 6,358,980 and 6,352,980 shares, respectively		64			64
Additional paid-in capital		122,039			121,354
Retained earnings		11,162			3,611
Total stockholders’ equity		133,265			125,029
Total liabilities and stockholders’ equity	$	170,579		$	168,722

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CAVCO INDUSTRIES, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Dollars in thousands, except per share amounts)
(Unaudited)

	Three Months Ended				Six Months Ended
	September 30,				September 30,
	2006		2005		2006		2005
Net sales	$	43,063	$	47,091	$	97,113	$	92,967
Cost of sales		35,014		37,482		78,445		73,721
Gross profit		8,049		9,609		18,668		19,246
Selling, general and administrative expenses		3,718		4,207		8,139		8,319
Income from operations		4,331		5,402		10,529		10,927
Interest income		619		364		1,193		646
Income before income taxes		4,950		5,766		11,722		11,573
Income tax expense		1,733		2,249		4,171		4,514
Net income	$	3,217	$	3,517	$	7,551	$	7,059
Net income per share:
Basic	$	0.51	$	0.56	$	1.19	$	1.12
Diluted	$	0.49	$	0.52	$	1.14	$	1.06
Weighted average shares outstanding:
Basic		6,358,980		6,302,386		6,357,399		6,295,558
Diluted		6,602,291		6,720,397		6,623,719		6,685,694

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CAVCO INDUSTRIES, INC.
Other Operating Data – Continuing Operations
(Dollars in thousands, except average sales price amounts)
(Unaudited)

	Three Months Ended						Six Months Ended
	September 30,						September 30,
	2006			2005			2006			2005
Net sales
Manufacturing	$	41,376		$	45,122		$	92,944		$	89,910
Retail		3,477			3,309			7,796			6,347
Less: Intercompany		(1,790	)		(1,340	)		(3,627	)		(3,290	)
Net sales	$	43,063		$	47,091		$	97,113		$	92,967
Floor shipments — manufacturing		1,494			1,825			3,350			3,637
Average sales price per floor — manufacturing	$	27,695		$	24,724		$	27,744		$	24,721
Home shipments — manufacturing		905			1,051			1,968			2,119
Average sales price per home — manufacturing	$	45,719		$	42,932		$	47,228		$	42,430
Home shipments — retail		33			40			76			81
Capital expenditures	$	214		$	4,878		$	714		$	5,077
Depreciation	$	140		$	228		$	372		$	461

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