-----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, QEVMzm9efT7MeqIyk7Ugjd43fxdXrwoydq/b8pJRIoHOYakUT2P9Wufy66F+PBpF dDXttwZ3IzwCL0c9IEbVBQ== 0000950116-03-002863.txt : 20030528 0000950116-03-002863.hdr.sgml : 20030528 20030528113254 ACCESSION NUMBER: 0000950116-03-002863 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030528 ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030528 FILER: COMPANY DATA: COMPANY CONFORMED NAME: TOLL BROTHERS INC CENTRAL INDEX KEY: 0000794170 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 232416878 STATE OF INCORPORATION: DE FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-09186 FILM NUMBER: 03720988 BUSINESS ADDRESS: STREET 1: 3103 PHILMONT AVE CITY: HUNTINGDON VALLEY STATE: PA ZIP: 19006 BUSINESS PHONE: 2159388000 MAIL ADDRESS: STREET 1: 3103 PHILMONT AVENUE CITY: HUNTINGDON VALLEY STATE: PA ZIP: 19006 8-K 1 eight-k.txt 8-K 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 28, 2003 ---------------- Toll Brothers, Inc. ----------------------------------------------------------------- (Exact Name of Registrant as Specified in Charter) Delaware 001-09186 23-2416878 - ------------------------------------------------------------------------ (State or Other Jurisdiction (Commission (IRS Employer of Incorporation) File Number) Identification No.) 3103 Philmont Avenue, Huntingdon Valley, PA 19006 ----------------------------------------------------------------------- (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (215) 938-8000 -------------------------- Item 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS (c). Exhibits. The following Exhibit is filed as part of this Current Report on Form 8-K: Exhibit No. Item - ------- ---- 99 Press release of Toll Brothers, Inc. dated May 28, 2003. Item 9. REGULATION FD DISCLOSURE On May 28, 2003, Toll Brothers, Inc. issued a press release announcing its financial results for the second quarter ended April 30, 2003. A copy of the press release is attached hereto as Exhibit 99. The information contained in this Current Report on Form 8-K, which is intended to be furnished under Item 12, "Results of Operations and Financial Condition," is instead being furnished under Item 9, "Regulation FD Disclosure" pursuant to interim guidance issued by the Securities and Exchange Commission in Release Nos. 33-8216 and 34-47583. As such, the information hereunder shall not be deemed to be "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934 (the "Exchange Act") or otherwise subject to the liabilities of that section, nor shall it be incorporated by reference into a filing under the Securities Act of 1933, or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing. 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. TOLL BROTHERS, INC. Dated: May 28, 2003 By: Joseph R. Sicree ------------------------ Joseph R. Sicree Vice President, Chief Accounting Officer EXHIBIT INDEX The following exhibit is filed as part of this Current Report on Form 8-K: - -------------------------------------------------------------------------- Exhibit No. Item - ------- ---- 99* Press release of Toll Brothers, Inc. dated May 28, 2003. *Filed electronically herewith. EX-99 3 ex-99.txt EXHIBIT 99 Exhibit 99 FOR IMMEDIATE RELEASE CONTACT: Frederick N. Cooper (215) 938-8312 May 28, 2003 fcooper@tollbrothersinc.com Joseph R. Sicree (215) 938-8045 jsicree@tollbrothersinc.com TOLL BROTHERS' RECORD 2nd QTR 2003 EARNINGS PER SHARE RISE 4% TO $0.72 ---------------------------------------------------------------------- Huntingdon Valley, PA, May 28, 2003 -- Toll Brothers, Inc., (NYSE:TOL), the nation's leading builder of luxury homes, today reported record earnings and revenues for the second quarter and six-month periods ended April 30, 2003. The Company's net income, of $52.9 million, ($0.72 per share diluted), and revenues of $607.9 million were second quarter records. The value of the Company's second quarter contracts of $926.5 million and its quarter-end backlog of $2.21 billion were the highest for any quarter in the Company's history. Robert I. Toll, chairman and chief executive officer, stated: "We believe the start of the selling season was delayed due to concerns about war and weather, which muted activity in February and March. This delay has given way to strong demand in April and May. The past four weeks have been among the best in our history for traffic and reservation deposits. These are leading indicators for future contracts and, ultimately, ten to twelve months down the road, for deliveries and revenues. If the economy improves, notwithstanding an increase in interest rates, we believe our prospects will be even brighter." "Our team produced record earnings despite the winter weather. Based on our backlog, combined with our record first six months' results, we believe we will produce record earnings in both the third and fourth quarters and for the full fiscal year 2003." "Our expansion program continues with a record 176 selling communities today and a projected 185 selling communities by FYE 2003. Our record backlog already contains a large portion of first quarter 2004 deliveries. If the market remains as it is, we believe we will deliver at least $3 billion in home building revenues in 2004." Toll Brothers' financial highlights for the period ended April 30, 2003 (unaudited): o Second quarter 2003 earnings of $0.72 per share diluted rose 4% versus second quarter 2002's earnings of $0.69 per share diluted. Second quarter 2003 net income of $52.9 million increased 1% versus second quarter 2002's net income of $52.5 million. Six-month 2003 earnings of $1.33 per share diluted grew 3% versus 2002's six-month earnings of $1.29 per share diluted. Six-month 2003 net income of $98.3 million grew 1% versus 2002's six-month net income of $97.0 million. *more* o Six-month 2003 net income included a pre-tax expense in the first quarter of 2003 of $3.9 million (or $0.033 per share diluted after tax) due to early retirement of debt. The first quarter and first six months of 2002 included no such charge. According to SFAS No. 145, an accounting standard issued in 2002, beginning in the Company's 2003 fiscal year, such charges, which previously would have been accounted for as an extraordinary expense, must now be included as an expense from continuing operations. o Second quarter 2003 revenues of $607.9 million rose 10% versus second quarter 2002's total of $550.5 million. Second quarter home building revenues of $601.0 million grew 11% versus 2002's second quarter total of $539.1 million. The Company delivered 1,109 homes in second quarter 2003, an increase of 2% versus 2002's total of 1,086. o Six-month 2003 revenues of $1.18 billion grew 13% versus six-month 2002's total of $1.04 billion. Six-month home building revenues of $1.16 billion grew 13% versus 2002's six-month total of $1.02 billion as the Company delivered 2,145 homes, an increase of 4% versus 2002's total of 2,065. o Second quarter contracts of $926.5 million, the highest for any quarter in the Company's history, increased 3% versus second quarter 2002's total of $902.3 million and record six-month contracts of $1.51 billion rose 9% versus 2002's total of $1.39 billion. The number of contracts signed in the second quarter, 1,667 homes, declined by 39 homes, or 2%, compared to second quarter 2002's total of 1,706. The number of contracts signed for the six-month period of 2,733 homes rose 4% compared to 2002's six-month total of 2,634. o The Company's second quarter-end backlog of $2.21 billion increased 25% versus 2002's second quarter total of $1.77 billion and the number of homes in backlog rose 20% to 3,937 versus 2002's second quarter-end backlog of 3,271 homes. These totals were the highest for any quarter in the Company's history. Toll Brothers will be broadcasting live via the Investor Relations section of its web site, www.tollbrothers.com, a conference call hosted by chairman and chief executive officer Robert I. Toll at 2:00 p.m. (EDT) today, May 28, 2003, to discuss these results and our outlook for the remainder of fiscal 2003 and beyond. To access the call, enter the Toll Brothers website, then click on the Investor Relations page, and select "Conference Calls". Participants are encouraged to log on at least fifteen minutes prior to the start of the presentation to register and download any necessary software. The call can be heard live with an on-line replay which will follow and continue through June 30, 2003. Toll Brothers, Inc. is the nation's leading builder of luxury homes. The Company began business in 1967 and became a public company in 1986. Its common stock is listed on the New York Stock Exchange and the Pacific Exchange under the symbol "TOL". The Company serves move-up, empty-nester, active-adult and second-home buyers and operates in 21 states: Arizona, California, Colorado, Connecticut, Delaware, Florida, Illinois, Massachusetts, Maryland, Michigan, Nevada, New Hampshire, New Jersey, New York, North Carolina, Ohio, Pennsylvania, Rhode Island, South Carolina, Texas, and Virginia. *more* Toll Brothers builds luxury single-family and attached home communities and master-planned luxury multi-product residential golf course communities principally on land it develops and improves. The Company operates its own architectural, engineering, mortgage, title, land development and land sale, golf course development and management, home security, landscape, cable T.V. and broadband Internet delivery subsidiaries. The Company also operates its own lumber distribution, and house component assembly and manufacturing operations. Toll Brothers is the only publicly traded national home building company to have won all three of the industry's highest honors: America's Best Builder from the National Association of Home Builders, the National Housing Quality Award and Builder of the Year. For more information visit www.tollbrothers.com. -------------------- Certain information included herein and in other Company reports, SEC filings, statements and presentations is forward-looking within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements concerning anticipated operating results, financial resources, changes in revenues, changes in profitability, interest expense, growth and expansion, the ability to acquire land, the ability to secure governmental approvals and the ability to open new communities, the ability to sell homes and properties, the ability to deliver homes from backlog, the ability to secure materials and subcontractors, and stock market valuations. Such forward-looking information involves important risks and uncertainties that could significantly affect actual results and cause them to differ materially from expectations expressed herein and in other Company reports, SEC filings, statements and presentations. These risks and uncertainties include local, regional and national economic conditions, the demand for homes, domestic and international political events, the effects of governmental regulation, the competitive environment in which the Company operates, fluctuations in interest rates, changes in home prices, the availability and cost of land for future growth, the availability of capital, uncertainties and fluctuations in capital and securities markets, the availability and cost of labor and materials, and weather conditions. *more* TOLL BROTHERS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (Amounts in thousands)
April 30, October 31, 2003 2002 ---------- ---------- (Unaudited) ASSETS Cash and cash equivalents $ 211,320 $ 102,337 Inventory 2,737,340 2,551,061 Property, construction and office equipment, net 40,530 38,496 Receivables, prepaid expenses and other assets 91,079 93,310 Mortgage loans receivable 67,271 63,949 Customer deposits held in escrow 24,977 23,019 Investments in and advances to unconsolidated entities 29,632 23,193 ---------- ---------- $3,202,149 $2,895,365 ========== ========== LIABILITIES AND STOCKHOLDERS' EQUITY Liabilities: Loans payable $ 255,034 $ 253,194 Senior notes 298,135 - Senior subordinated notes 719,971 819,663 Mortgage company warehouse loan 60,008 48,996 Customer deposits 150,801 134,707 Accounts payable 113,364 126,391 Accrued expenses 297,094 281,275 Income taxes payable 92,657 101,630 ---------- ---------- Total liabilities 1,987,064 1,765,856 ---------- ---------- Stockholders' equity: Preferred stock, none issued Common stock 740 740 Additional paid-in capital 104,020 102,600 Retained earnings 1,200,078 1,101,799 Treasury stock (89,753) (75,630) ---------- ---------- Total stockholders' equity 1,215,085 1,129,509 ---------- ---------- $3,202,149 $2,895,365 ========== ==========
*more* TOLL BROTHERS, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF INCOME (Amounts in thousands, except per share data) (Unaudited)
Six months ended Three months ended April 30, April 30, ------------------------------ -------------------------- 2003 2002 2003 2002 ------------------------------ -------------------------- Revenues: Housing sales $1,158,863 $1,021,813 $600,977 $539,111 Land sales 13,387 14,041 3,953 7,618 Equity earnings (loss) from unconsolidated entities 145 1,497 (108) 1,497 Interest and other 5,797 5,324 3,110 2,270 ------------------------------ -------------------------- 1,178,192 1,042,675 607,932 550,496 ------------------------------ -------------------------- Costs and expenses: Housing sales 842,406 740,063 437,234 388,638 Land sales 10,717 9,178 3,103 4,961 Selling, general and administrative expenses 133,138 110,992 67,515 58,594 Interest 32,505 29,632 16,464 15,477 Expenses related to early retirement of debt 3,890 ------------------------------ -------------------------- 1,022,656 889,865 524,316 467,670 ------------------------------ -------------------------- Income before income taxes 155,536 152,810 83,616 82,826 Income taxes 57,257 55,806 30,751 30,316 ------------------------------ -------------------------- Net income $ 98,279 $ 97,004 $ 52,865 $ 52,510 ============================== ========================== Earnings per share: Basic $ 1.40 $ 1.38 $ 0.76 $ 0.74 Diluted $ 1.33 $ 1.29 $ 0.72 $ 0.69 Weighted average number of shares: Basic 70,133 70,425 69,859 70,849 Diluted 73,955 75,241 73,601 76,237 Additional information: Interest incurred $ 51,031 $ 45,242 $ 25,249 $ 22,607 Depreciation and amortization $ 5,928 $ 5,363 $ 2,883 $ 2,460
*more* PERIOD ENDING APRIL 30:
UNITS $ (MILL) 2nd Qtr. 2nd Qtr. 2nd Qtr. 2nd Qtr. CLOSINGS 2003 2002 2003 2002 - --------------------------- -------- -------- -------- -------- Northeast 164 213 96.0 107.4 (MA, RI, NH, CT, NY, NJ) Mid-Atlantic 389 353 189.3 160.6 (PA, DE, MD, VA) Mid-West (MI, IL, OH) 79 104 42.8 45.7 Southeast (FL, NC, TN) 182 159 76.6 61.7 Southwest (AZ, TX, NV, CO) 170 138 86.4 74.0 West Coast (CA) 125 119 109.9 89.7 -------- -------- -------- -------- Total 1,109 1,086 601.0 539.1 CONTRACTS (1) - --------------------------- Northeast 316 259 176.1 152.2 (MA, RI, NH, CT, NY, NJ) Mid-Atlantic 648 662 314.9 304.3 (PA, DE, MD, VA) Mid-West (MI, IL, OH) 126 124 66.6 63.7 Southeast (FL, NC, TN) 159 272 83.8 114.7 Southwest (AZ, TX, NV, CO) 204 190 125.1 95.8 West Coast (CA) 214 199 160.0 171.6 -------- -------- -------- -------- Total 1,667 1,706 926.5 902.3 BACKLOG (1) - --------------------------- Northeast 785 664 454.5 367.9 (MA, RI, NH, CT, NY, NJ) Mid-Atlantic 1,449 1,133 709.9 528.2 (PA, DE, MD, VA) Mid-West (MI, IL, OH) 327 291 177.5 143.8 Southeast (FL, NC, TN) 313 425 194.1 207.0 Southwest (AZ, TX, NV, CO) 618 401 336.5 205.7 West Coast (CA) 445 357 342.3 316.6 -------- -------- -------- -------- Total 3,937 3,271 2,214.8 1,769.2
*more* PERIOD ENDING APRIL 30:
UNITS $ (MILL) 6 Months 6 Months 6 Months 6 Months CLOSINGS 2003 2002 2003 2002 - ---------------------------- -------- -------- --------- --------- Northeast 332 436 195.2 223.0 (MA, RI, NH, CT, NY, NJ) Mid-Atlantic 768 681 371.8 314.1 (PA, DE, MD, VA) Mid-West (MI, IL, OH) 166 216 86.3 100.8 Southeast (FL, NC, TN) 345 290 149.9 114.3 Southwest (AZ, TX, NV, CO) 300 247 153.8 131.3 West Coast (CA) 234 195 201.9 138.3 -------- ------- --------- --------- Total 2,145 2,065 1,158.9 1,021.8 CONTRACTS (1) - ---------------------------- Northeast 457 449 265.0 260.3 (MA, RI, NH, CT, NY, NJ) Mid-Atlantic 1,083 981 534.3 450.1 (PA, DE, MD, VA) Mid-West (MI, IL, OH) 220 202 116.4 101.3 Southeast (FL, NC, TN) 274 387 139.5 169.9 Southwest (AZ, TX, NV, CO) 382 306 221.7 149.4 West Coast (CA) 317 309 235.8 256.4 -------- -------- --------- --------- Total 2,733 2,634 1,512.7 1,387.4
(1)Contracts for the three-month and six-month periods ended April 30, 2003 included $2.4 million (8 homes) and $5.5 million (18 homes), respectively, from an unconsolidated 50% owned joint venture. Contracts for the three-month and six-month periods ended April 30, 2002 included $2.8 million (8 homes) and $4.6 million (14 homes), respectively, from this joint venture. Backlog as of April 30, 2003 and 2002 included $7.7 million (25 homes) and $4.6 million (14 homes), respectively, from this joint venture. ### -----END PRIVACY-ENHANCED MESSAGE-----