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):
January 24, 2008

Cavco Industries, Inc.

(Exact name of registrant as specified in its charter)

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

1001 North Central Avenue, Suite 800, Phoenix, Arizona
(Address of principal executive offices) 85004
(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

Item 2.02. Results of Operations and Financial Condition

Item 9.01. Financial Statements and Exhibits

SIGNATURES

EXHIBIT INDEX

EX-99.1 Press Release

Item 2.02. Results of Operations and Financial Condition

     On January 24, 2008, Cavco Industries, Inc., a Delaware corporation (the “Corporation”), announced its financial results for its fiscal third quarter and nine months ended December 31, 2007. 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 January 24, 2008

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: January 24, 2008

Page 3

EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release dated January 24, 2008

EX-99.1

Exhibit 99.1

FOR IMMEDIATE RELEASE

CAVCO INDUSTRIES REPORTS THIRD QUARTER RESULTS
Sales $31.9 million
Net income $1.4 million

PHOENIX, AZ — (January 24, 2008) — Cavco Industries, Inc. (NASDAQ: CVCO) today announced financial results for the third quarter and first nine months of fiscal 2008 ended December 31, 2007.

     Net sales for the third quarter totaled $31,909,000, down 16% from $38,189,000 for the third quarter of fiscal year 2007.

     Net income for the third quarter of $1,365,000 was 39% below the $2,239,000 reported in the same quarter one year ago. Net income per share based on basic and diluted weighted average shares outstanding was $0.21 and $0.20, respectively, versus $0.35 and $0.34, respectively last year.

     For the first nine months of fiscal 2008, net sales decreased 20% to $107,710,000 from $135,302,000 for the comparable prior year period, and net income declined 49% to $5,009,000 from $9,790,000 last year. For the first nine months of fiscal 2008, net income per share based on basic and diluted weighted average shares outstanding was $0.78 and $0.75, respectively, versus $1.54 and $1.48, respectively for the year-earlier period.

     Commenting on the results, Joseph Stegmayer, Chairman, President and Chief Executive Officer, said, “The third quarter presented a myriad of challenges. Industry wide sales of new homes remained very weak, sales of existing homes were slow and the mortgage markets were unstable. Considering the difficult environment we are pleased that the company maintained its profitable performance.”

     Mr. Stegmayer concluded, “It is unclear how the housing market will perform in the months ahead. We plan to do whatever it takes from a product offering, marketing, and operating efficiency standpoint to achieve our objective of positive results during these uncertain times for the housing industry and the general economy.”

     Cavco’s senior management will hold a conference call to review these results tomorrow, January 25, 2008, 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, 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 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, general economic conditions, a write-off of all or part of our goodwill could adversely affect operating results and net worth, 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 and unfavorable zoning ordinances, 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 2007 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)

	December 31,			March 31,
	2007			2007
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	69,591		$	12,976
Short-term investments		—			50,900
Restricted cash		230			339
Accounts receivable		8,897			8,107
Inventories		13,349			13,464
Prepaid expenses and other current assets		2,313			2,273
Deferred income taxes		3,970			3,930
Total current assets		98,350			91,989
Property, plant and equipment, at cost:
Land		6,050			6,050
Buildings and improvements		7,254			7,029
Machinery and equipment		7,941			7,617
		21,245			20,696
Accumulated depreciation		(8,413	)		(7,894	)
		12,832			12,802
Goodwill		67,346			67,346
Total assets	$	178,528		$	172,137
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	1,936		$	2,868
Accrued liabilities		17,506			18,417
Total current liabilities		19,442			21,285
Deferred income taxes		14,300			12,760
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 6,452,415 and 6,382,980 shares, respectively		64			64
Additional paid-in capital		124,553			122,868
Retained earnings		20,169			15,160
Total stockholders’ equity		144,786			138,092
Total liabilities and stockholders’ equity	$	178,528		$	172,137

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

	Three Months Ended				Nine Months Ended
	December 31,				December 31,
	2007		2006		2007		2006
Net sales	$	31,909	$	38,189	$	107,710	$	135,302
Cost of sales		27,321		31,871		92,134		110,316
Gross profit		4,588		6,318		15,576		24,986
Selling, general and administrative expenses		3,323		3,765		10,452		11,904
Income from operations		1,265		2,553		5,124		13,082
Interest income		683		589		2,072		1,782
Income from continuing operations before income taxes		1,948		3,142		7,196		14,864
Income tax expense		583		1,037		2,187		5,208
Income from continuing operations		1,365		2,105		5,009		9,656
Income from discontinued retail operations net of income taxes of $0 and $66		—		134		—		134
Net income	$	1,365	$	2,239	$	5,009	$	9,790
Net income per share (basic):
Continuing operations	$	0.21	$	0.33	$	0.78	$	1.52
Discontinued retail operations	$	—	$	0.02	$	—	$	0.02
Net income	$	0.21	$	0.35	$	0.78	$	1.54
Net income per share (diluted):
Continuing operations	$	0.20	$	0.32	$	0.75	$	1.46
Discontinued retail operations	$	—	$	0.02	$	—	$	0.02
Net income	$	0.20	$	0.34	$	0.75	$	1.48
Weighted average shares outstanding:
Basic		6,433,419		6,361,869		6,419,189		6,358,889
Diluted		6,677,167		6,615,263		6,664,458		6,625,725

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

	Three Months Ended						Nine Months Ended
	December 31,						December 31,
	2007			2006			2007			2006
Net sales
Manufacturing	$	30,054		$	35,814		$	101,422		$	128,758
Retail		3,077			4,078			10,101			11,874
Less: Intercompany		(1,222	)		(1,703	)		(3,813	)		(5,330	)
Net sales	$	31,909		$	38,189		$	107,710		$	135,302
Floor shipments — manufacturing		1,132			1,353			3,788			4,703
Average sales price per floor — manufacturing	$	26,549		$	26,470		$	26,775		$	27,378
Home shipments — manufacturing		746			898			2,425			2,866
Average sales price per home — manufacturing	$	40,287		$	39,882		$	41,824		$	44,926
Home shipments — retail		35			39			131			115
Capital expenditures	$	114		$	97		$	615		$	811
Depreciation	$	198		$	147		$	585		$	519

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