-----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, IgsKkmBDxquP33QnWUz1UkYkN481l8FuQjFGFTLUmSVEK3/GE0xoEbw8DQr0L/vV V3tBfAvWGVEXAE3oQBeiiA== 0000314132-00-000002.txt : 20000203 0000314132-00-000002.hdr.sgml : 20000203 ACCESSION NUMBER: 0000314132-00-000002 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19990124 FILED AS OF DATE: 20000201 FILER: COMPANY DATA: COMPANY CONFORMED NAME: FLEETWOOD ENTERPRISES INC/DE/ CENTRAL INDEX KEY: 0000314132 STANDARD INDUSTRIAL CLASSIFICATION: MOBILE HOMES [2451] IRS NUMBER: 951948322 STATE OF INCORPORATION: DE FISCAL YEAR END: 0425 FILING VALUES: FORM TYPE: 10-Q/A SEC ACT: SEC FILE NUMBER: 001-07699 FILM NUMBER: 518506 BUSINESS ADDRESS: STREET 1: 3125 MYERS ST STREET 2: P O BOX 7638 CITY: RIVERSIDE STATE: CA ZIP: 92523 BUSINESS PHONE: 9093513500 10-Q/A 1 FORM 10-Q/A SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) X OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 24, 1999 TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) ______ OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from ___________ to ___________ Commission File Number 1-7699 FLEETWOOD ENTERPRISES, INC.____ (Exact name of registrant as specified in its charter) Delaware 95-1948322 _______________________ ______________________________________ (State or other jurisdiction of (I.R.S. Employer Identification Number) incorporation or organization) 3125 Myers Street, Riverside, California 92503-5527 _________________________________________________________________________ (Address of principal executive offices) (Zip code) Registrant's telephone number, including area code (909) 351-3500 . Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No _____ Indicate the number of shares outstanding of each of the issuer's classes of Common stock as of the close of the period covered by this report. Class Outstanding at January 24, 1999 _________________________ ______________________________________ Common stock, $1 par value 34,867,392 shares Preferred share purchase rights -- Item 1. Financial Statements The notes to the Financial Statements in the original filing are hereby amended to read in full as follows, with the only change being the addition of Note 6 thereof: FLEETWOOD ENTERPRISES, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS JANUARY 24, 1999 1) Reference to Annual Report Reference is made to the Notes to Consolidated Financial Statements included in the Company's Form 10-K annual report for the year ended April 26, 1998. 2) Industry Segment Information Information with respect to industry segments for the periods ending January 24, 1999 and January 25, 1998 is shown below (amounts in thousands): 13 Weeks 13 Weeks 39 Weeks 39 Weeks Ended Ended Ended Ended Jan. 24, Jan. 25, Jan. 24, Jan. 25, 1999 1998 1999 1998 -------- --------- --------- -------- OPERATING REVENUES: Manufactured housing - Manufacturing $372,371 $354,872 $1,182,391 $1,112,173 Retail 116,384 -- 205,263 -- Less: intercompany (61,926) -- (106,052) -- -------- -------- --------- -------- 426,829 354,872 1,281,602 1,112,173 -------- -------- -------- -------- Recreational vehicles 367,638 345,293 1,229,113 1,062,640 Supply operations 9,944 10,455 31,691 33,350 -------- -------- -------- --------- $804,411 $710,620 $2,542,406 $2,208,163 ======== ======== ========== ========== OPERATING INCOME: Manufactured housing $22,216* $18,159 $68,546* $59,298 Housing - retail 809** -- 2,675** -- Recreational vehicles 18,292 13,519 75,182 47,576 Supply operations 3,688 4,037 11,384 11,289 Corporate and other (5,472) (3,642) (13,142) 7,434*** ------- ------- ------- ------- $39,533 $32,073 $144,645 $125,597 ======= ======= ======== =======
* After deduction for intercompany profit in inventory of $4,951 for the quarter and $10,124 year-to-date. ** Operating income before deduction of interest expense on inventory floor plan financing totaling $2,247 for the quarter and $3,889 year-to-date. *** Includes non-recurring insurance gain of $16.2 million. 3) Earnings Per Share Basic earnings per share is computed by dividing income available to Common stockholders by the weighted average number of Common shares outstanding. Diluted earnings per share includes the effect of potential shares outstanding from dilutive stock options and dilutive preferred securities. After-tax distributions on preferred securities are added to net income to arrive at earnings used in the diluted earnings per share calculation. The table below shows the calculation components of earnings per share for both basic and diluted earnings per share (amounts in thousands): 13 Weeks Ended 13 Weeks Ended January 24, 1999 Janaury 25, 1998 Weighted Weighted Average Average Income Shares Income Shares Basic earnings per share $21,261 34,806 $21,149 36,256 Effect of dilutive securities: Stock options -- 312 -- 628 Preferred securities 2,781 5,901 -- -- ------- ------ ------- ------ Diluted earnings per share $24,042 41,019 $21,149 36,884 ======= ====== ======= ======
39 Weeks Ended 39 Weeks Ended January 24, 1999 January 25, 1998 Weighted Weighted Average Average Income Shares Income Shares Basic earnings per share $82,597 33,441 $80,215 36,016 Effect of dilutive securities: Stock options -- 454 -- 571 Preferred securities 8,342 5,901 -- -- ------- ------ ------- ------ Diluted earnings per share $90,939 39,796 $80,215 36,587 ======= ====== ======= ======
4) Accumulated Other Comprehensive Income Balances The Company has adopted SFAS 130 "Reporting Comprehensive Income" which establishes standards for reporting and displaying comprehensive income and its components in a full set of general purpose financial statements. The following reflects the activity in the accumulated other comprehensive income balance for the period (amounts in thousands): Foreign Unrealized Accumulated Other Currency Gains on Comprehensive Items Securities Income (loss) Beginning balance $(1,759) $ 298 $(1,461) Current period change (1,030) (975) (2,005) ------- ----- ------- Ending balance $(2,789) $(677) $(3,466) ======= ===== =======
5) Accounting Period The Company's fiscal quarters end in July, October, January and April. Although the third fiscal quarter ended on January 24, 1999, the Company has included in its consolidated financial statements the results of Fleetwood Retail Corp. (FRC), its wholly owned housing retail subsidiary, through December 31, 1998. FCR follows a calendar quarter accounting period. 6) Convertible Trust Preferred Securities Reference is made to Note 8 in the notes to audited consolidated financial statements included in the Company's annual report on Form 10-K for the fiscal year ended April 26, 1998. During fiscal 1998, Fleetwood Capital Trust (the Trust), a Delaware business trust wholly owned by the Company, completed a $287.5 million private placement of $5,750,000 shares of 6% Convertible Trust Preferred Securities. The proceeds from the issuance were invested by the Trust in 6% convertible subordinated debentures (the Debentures) issued by the Company in the aggregate principal amount of $296.4 million, maturing on February 15, 2028. The Debentures are the sole assets of the Trust and eliminate in consolidation. SIGNATURE 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 thereunto duly authorized. FLEETWOOD ENTERPRISES, INC. _______________________________ Paul M. Bingham Senior Vice President - Finance and Chief Financial Officer January 31, 2000 -----END PRIVACY-ENHANCED MESSAGE-----