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 12, 2009

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 since 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))

Item 2.02. Results of Operations and Financial Condition

On May 14, 2009, Cavco Industries, Inc., a Delaware corporation (the “Corporation”), announced its financial results for its fiscal fourth quarter and fiscal year ended March 31, 2009. 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On May 12, 2009, the Board of Directors (the “Board”) of the Corporation awarded Daniel L. Urness, the Corporation’s Chief Financial Officer, a cash bonus of $36,000 based upon the Compensation Committee’s evaluation of his performance for the fiscal year ended March 31, 2009 (“FY 2009”). In addition, on May 12, 2009, the Compensation Committee provided Mr. Urness with an opportunity to earn an additional cash bonus up to $24,000 in respect of FY 2009, any such amount to be paid at the discretion of the Board based upon a performance evaluation to be conducted by the Compensation Committee. This evaluation is expected to be conducted on or before May 19, 2009 and will be based upon any performance factors that the Compensation Committee deems appropriate at that time.

The bonus amounts described above supersede the Chief Financial Officer Incentive Compensation Plan for Fiscal Year 2009, which was previously disclosed in the Corporation’s Form 8-K filed on July 14, 2008.

Item 9.01. Financial Statements and Exhibits

Exhibit
Number	Description
99.1	Press Release dated May 14, 2009

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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
	Name:	Daniel L. Urness
	Title:	Chief Financial Officer

Date: May 14, 2009

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EXHIBIT INDEX

Exhibit
Number	Description
99.1	Press Release dated May 14, 2009

EX-99.1

Exhibit 99.1

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 FISCAL FOURTH QUARTER AND YEAR END RESULTS

PHOENIX — (May 14, 2009) — Cavco Industries, Inc. (NASDAQ: CVCO) today announced financial results for the fourth quarter and fiscal year ended March 31, 2009.

Net sales for the fourth quarter of fiscal 2009 totaled $14,730,000, down 57% from $34,204,000 for the fourth quarter of fiscal year 2008.

Net loss for the fiscal 2009 fourth quarter was $1,023,000 compared to net income of $1,303,000 reported in the same quarter one year ago. Net loss per share based on basic and diluted weighted average shares outstanding was $0.16 versus basic and diluted net income per share of $0.20 last year.

For the fiscal year ended March 31, 2009, net sales decreased 26% to $105,362,000 from $141,914,000 for fiscal year 2008, and net income declined 93% to $458,000 from $6,312,000 last year. For fiscal 2009, net income per share based on basic and diluted weighted average shares outstanding was $0.07 versus net income per share of $0.98 and $0.95, respectively for the prior year period.

Commenting on the quarter, Joseph Stegmayer, Chairman, President and Chief Executive Officer, said, “Cavco’s reported fourth quarter results from operations reflect the realities of a marketplace that is financing constrained, highly competitive, and populated by consumers wary of the economic outlook and reluctant to make buying decisions. We remain confident, however, in our ability to meet the unprecedented challenges we face. While current operating performance is disappointing, Cavco’s financial strength and liquidity provide us the flexibility to consider a variety of growth opportunities and to implement strategies that position our company to weather the storm and to emerge from these times as an even stronger participant in the factory built housing industry.”

Cavco’s senior management will hold a conference call to review these results tomorrow, May 15, 2009, at 12:00 noon (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.opencompany.info. 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, 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 deterioration in economic conditions and continued turmoil in the credit markets; a write-off of all or part of our goodwill, which 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 2008 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)

	March 31,			March 31,
	2009			2008
	(Unaudited)
ASSETS
Current assets
Cash and cash equivalents	$	70,557		$	73,610
Short-term investments		4,464			—
Restricted cash		244			330
Accounts receivable		6,234			10,093
Inventories		9,333			11,293
Prepaid expenses and other current assets		4,160			1,839
Deferred income taxes		3,434			4,033
Total current assets		98,426			101,198
Property, plant and equipment, at cost:
Land		6,580			6,050
Buildings and improvements		7,355			7,290
Machinery and equipment		8,203			7,979
		22,138			21,319
Accumulated depreciation		(9,279	)		(8,613	)
		12,859			12,706
Goodwill		67,346			67,346
Total assets	$	178,631		$	181,250
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable	$	739		$	2,147
Accrued liabilities		13,753			18,005
Total current liabilities		14,492			20,152
Deferred income taxes		16,099			14,747
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 6,506,843 and 6,452,415 shares, respectively		65			65
Additional paid-in capital		126,045			124,814
Retained earnings		21,930			21,472
Total stockholders’ equity		148,040			146,351
Total liabilities and stockholders’ equity	$	178,631		$	181,250

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

	Three Months Ended						Year Ended
	March 31,						March 31,
	2009			2008			2009			2008
Net sales	$	14,730		$	34,204		$	105,362		$	141,914
Cost of sales		14,501			29,404			94,591			121,538
Gross profit		229			4,800			10,771			20,376
Selling, general and administrative expenses		2,108			3,373			11,213			13,825
(Loss) income from operations		(1,879	)		1,427			(442	)		6,551
Interest income		34			467			764			2,539
(Loss) income before income taxes		(1,845	)		1,894			322			9,090
Income tax benefit (expense)		822			(591	)		136			(2,778	)
Net (loss) income	$	(1,023	)	$	1,303		$	458		$	6,312
Net (loss) income per share:
Basic	$	(0.16	)	$	0.20		$	0.07		$	0.98
Diluted	$	(0.16	)	$	0.20		$	0.07		$	0.95
Weighted average shares outstanding:
Basic		6,506,843			6,452,415			6,487,665			6,427,264
Diluted		6,506,843			6,674,902			6,692,932			6,664,111

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CAVCO INDUSTRIES, INC.
OTHER OPERATING DATA — CONTINUING OPERATIONS
(Dollars in thousands, except average sales price amounts)
(Unaudited)

	Three Months Ended						Year Ended
	March 31,						March 31,
	2009			2008			2009			2008
Net sales
Manufacturing	$	13,414		$	32,879		$	101,373		$	134,301
Retail		2,035			2,328			8,807			12,429
Less: Intercompany		(719	)		(1,003	)		(4,818	)		(4,816	)
Net sales	$	14,730		$	34,204		$	105,362		$	141,914
Floors sold — manufacturing		556			1,316			3,917			5,104
Average sales price per floor — manufacturing	$	24,126		$	24,984		$	25,880		$	26,313
Homes sold — manufacturing		393			876			2,603			3,301
Average sales price per home — manufacturing	$	34,132		$	37,533		$	38,945		$	40,685
Homes sold — retail		25			27			117			158
Capital expenditures	$	76		$	74		$	986		$	689
Depreciation	$	194		$	200		$	817		$	785

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