10-Q 1 a2036627z10-q.htm 10-Q Prepared by MERRILL CORPORATION www.edgaradvantage.com
QuickLinks -- Click here to rapidly navigate through this document

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549


FORM 10-Q



/x/

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the Quarterly Period Ended December 31, 2000
or

/ /

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission File Number  001-12822

BEAZER HOMES USA, INC.
(Exact name of registrant as specified in its charter)

DELAWARE
(State or other jurisdiction of
incorporation or organization)
  58-2086934
(I.R.S. employer
Identification no.)

 

5775 Peachtree Dunwoody Road, Suite B-200, Atlanta, Georgia   30342
(Address of principal executive offices)   (Zip Code)

(404) 250-3420
(Registrant's telephone number, including area code)

    Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Sections 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding twelve months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to the filing requirements for the past 90 days.

YES   /x/   NO   / /

 

Class
  Outstanding at February 12, 2001
Common Stock, $0.01 par value   8,522,004 shares

Page 1 of 16 Pages
Exhibit Index Appears on Page 15




BEAZER HOMES USA, INC.
FORM 10-Q

INDEX

 
   
   
  Page No.
PART I       FINANCIAL INFORMATION    

Item 1

 

 

 

Financial Statements

 

 

 

 

Condensed Consolidated Balance Sheets, December 31, 2000 (unaudited) and September 30, 2000

 

3

 

 

Unaudited Condensed Consolidated Statements of Operations, Three Months Ended December 31, 2000 and 1999

 

4

 

 

Unaudited Condensed Consolidated Statements of Cash Flows, Three Months Ended December 31, 2000 and 1999

 

5

 

 

Notes to Unaudited Condensed Consolidated Financial Statements

 

6

Item 2

 

 

 

Management's Discussion and Analysis of Financial Condition and Results of Operations

 

9

Item 3

 

 

 

Quantitative and Qualitative Disclosures About Market Risk

 

14

PART II

 

 

 

OTHER INFORMATION

 

 

Item 4

 

 

 

Submission of Matters to a Vote of Security Holders

 

15

Item 6

 

 

 

Exhibits and Reports on Form 8-K

 

15

SIGNATURES

 

16

2



Part I. Financial Information

BEAZER HOMES USA, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(dollars in thousands, except per share data)

 
  December 31,
2000

  September 30,
2000

 
 
  (unaudited)

   
 
ASSETS              
Cash and cash equivalents   $   $  
Accounts receivable     15,436     23,087  
Inventory     668,368     629,663  
Property, plant and equipment, net     11,727     12,206  
Goodwill, net     7,050     7,250  
Other assets     27,111     26,673  
   
 
 
  Total assets   $ 729,692   $ 698,879  
   
 
 
LIABILITIES AND STOCKHOLDERS' EQUITY              
Trade accounts payable   $ 41,300   $ 72,212  
Other payables and accrued liabilities     92,759     101,129  
Revolving credit facility     20,000     40,000  
Other notes payable     383      
Term loan     75,000      
Senior notes     215,000     215,000  
   
 
 
  Total liabilities     444,442     428,341  
Stockholders' equity:              
Preferred stock (par value $.01 per share, 5,000,000 shares authorized, no shares issued)          
Common stock (par value $.01 per share, 30,000,000 shares authorized, 12,271,031 and 12,275,851 issued, 8,479,004 and 8,483,824 outstanding)     123     123  
Paid in capital     195,212     195,134  
Retained earnings     155,426     141,094  
Unearned restricted stock     (4,235 )   (4,609 )
Treasury stock (3,792,027 shares)     (61,204 )   (61,204 )
Accumulated other comprehensive loss     (72 )    
   
 
 
Total stockholders' equity     285,250     270,538  
   
 
 
  Total liabilities and stockholders' equity   $ 729,692   $ 698,879  
   
 
 

See Notes to Condensed Consolidated Financial Statements

3


BEAZER HOMES USA, INC.

UNAUDITED CONDENSED CONSOLIATED STATEMENTS OF OPERATIONS

(in thousands, except per share amounts)

 
  Three Months Ended December 31,
 
 
  2000
  1999
 
Total revenue   $ 365,050   $ 308,745  
Costs and expenses:              
  Home construction and land sales     294,964     255,748  
  Interest     6,998     5,523  
  Selling, general and administrative     40,096     34,273  
   
 
 
Operating income     22,992     13,201  
Other income (expense)     504     (878 )
   
 
 
Income before income taxes     23,496     12,323  
Provision for income taxes     9,164     4,806  
   
 
 
Net income   $ 14,332   $ 7,517  
   
 
 
Weighted average number of shares (in thousands):              
  Basic     8,102     8,530  
  Diluted     8,917     8,825  
Net income per common share:              
  Basic   $ 1.77   $ 0.88  
  Diluted   $ 1.61   $ 0.85  

See Notes to Condensed Consolidated Financial Statements

4


BEAZER HOMES USA, INC.

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(dollar in thousands)

 
  Three Months Ended December 31,
 
 
  2000
  1999
 
Cash flows from operating activities:              
  Net income   $ 14,332   $ 7,517  
  Adjustments to reconcile net income to net cash used by operating activities:              
    Depreciation and amortization     2,084     1,763  
  Changes in operating assets and liabilities:              
    Increase in inventory     (38,705 )   (43,141 )
    Decrease in trade accounts payable     (20,683 )   (16,377 )
    Other changes     (724 )   (6,855 )
   
 
 
Net cash used by operating activities     (43,696 )   (57,093 )
   
 
 
Cash flows from investing activities:              
  Capital expenditures     (1,038 )   (1,165 )
   
 
 
Net cash used by investing activities     (1,038 )   (1,165 )
   
 
 
Cash flows from financing activities:              
  Proceeds from term loan     75,000      
  Change in revolving credit facility and other debt     (19,617 )   58,500  
  Changes in book overdraft     (10,229 )   3,147  
  Common share repurchases         (3,141 )
  Debt issuance costs     (420 )   (248 )
   
 
 
Net cash provided by financing activities     44,734     58,258  
   
 
 
Increase (decrease) in cash and cash equivalents          
Cash and cash equivalents at beginning of period          
   
 
 
Cash and cash equivalents at end of period   $   $  
   
 
 

See Notes to Condensed Consolidated Financial Statements

5


BEAZER HOMES USA, INC.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(1) Basis of Presentation

    The accompanying unaudited condensed consolidated financial statements of Beazer Homes USA, Inc. ("Beazer") have been prepared in accordance with generally accepted accounting principles for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Such financial statements do not include all of the information and disclosures required by generally accepted accounting principles for complete financial statements. In our opinion, all adjustments (consisting of normal recurring accruals) necessary for a fair presentation have been included in the accompanying condensed financial statements. Certain items in prior period financial statements have been reclassified to conform to the current presentation. For further information, refer to our audited consolidated financial statements incorporated by reference in our Annual Report on Form 10-K for the year ended September 30, 2000.

(2) New Accounting Pronouncement

    Effective October 1, 2000 we adopted Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS 133"), as amended. SFAS 133 establishes accounting and reporting standards for derivative instruments and for hedging activities by requiring that all derivatives be recognized in the balance sheet and measured at fair value. Gains or losses resulting from changes in the fair value of derivatives are recognized in earnings or recorded in other comprehensive income, and recognized in the income statement when the hedged item affects earnings, depending on the purpose of the derivatives and whether they qualify for hedge accounting treatment.

    Our policy is to designate at inception that derivatives hedge risks associated with specific assets, liabilities, or future commitments and monitor the derivatives to determine if they remain effective hedges. The effectiveness of a derivative as a hedge is based on high correlation between changes in its value and changes in the value of the underlying hedged item. We recognize gains or losses for amounts received or paid when the underlying transaction settles. We do not enter into or hold derivatives for trading or speculative purposes.

    On December 22, 2000 we entered into an interest rate swap agreement (the "Swap Agreement") to effectively fix the variable interest rate on our $75 million four-year term loan (Note 6). The Swap Agreement has been designated as a cash flow hedge and accordingly, is reflected at fair value in our consolidated balance sheet and the related loss is deferred in stockholders' equity as other comprehensive loss. Amounts to be received or paid as a result of the Swap Agreement are accrued and recognized as an adjustment to interest related to the designated debt. The net effect of this accounting on our operating results is that interest on the portion of variable-rate debt being hedged is generally recorded based on fixed interest rates. The effect of the Swap Agreement for the quarter ended December 31, 2000 was to record after-tax other comprehensive loss of $72 thousand.

6


(3) Inventory

    A summary of inventory is as follows (in thousands):

 
  December 31, 2000
  September 30, 2000
Homes under construction   $ 297,473   $ 290,277
Development projects in progress     313,917     283,563
Unimproved land held for future development     15,790     12,325
Model homes     41,188     43,498
   
 
    $ 668,368   $ 629,663
   
 

    Homes under construction includes homes finished and ready for delivery and homes in various stages of construction. We had 298 completed homes ($46.8 million) and 296 completed homes ($41.8 million) at December 31, 2000 and September 30, 2000, respectively, that were not subject to a sales contract, excluding model homes.

    Development projects in progress consist principally of land and land improvement costs. Certain of the fully developed lots in this category are reserved by a deposit or sales contract.

(4) Interest

    The following table sets forth certain information regarding interest:

 
  Three Months Ended December 31,
 
  2000
  1999
During the period:            
  Interest incurred   $ 7,653   $ 6,631
  Previously capitalized interest amortized to costs and expenses   $ 6,998   $ 5,523
At the end of the period:            
  Capitalized interest in ending inventory   $ 14,336   $ 11,596

7


(5) Earnings Per Share

    Basic and diluted earnings per share were calculated as follows (in thousands, except per share amounts):

 
  Three Months Ended December 31,
 
  2000
  1999
Basic:            
Net income applicable to common stockholders   $ 14,332   $ 7,517
Weighted average number of common shares outstanding     8,102     8,530
   
 
Basic earnings per share   $ 1.77   $ 0.88
   
 
Diluted:            
Net income applicable to common stockholders   $ 14,332   $ 7,517
Weighted average number of common shares outstanding     8,102     8,530
Effect of dilutive securities—            
  Restricted stock     464     261
  Options to acquire common stock     351     34
   
 
Diluted weighted common shares outstanding     8,917     8,825
   
 
Diluted earnings per share   $ 1.61   $ 0.85
   
 

(6) Term Loan

    Effective December 19, 2000 we entered into a new $75 million four-year term loan with a group of banks (the "Term Loan"). The Term Loan matures in December 2004 and bears interest at a fluctuating rate based on LIBOR or the lead bank's corporate base rate of interest. The Term Loan contains various operating and financial covenants. Each of our significant subsidiaries is a guarantor under the Term Loan. The proceeds from the Term Loan were used to pay down then outstanding borrowings under our $250 million revolving credit facility.

    As discussed in Note 2, we entered into the Swap Agreement on December 22, 2000, to manage interest costs and hedge against risks associated with fluctuating interest rates. We effectively fixed the rate of the Term Loan at 7.55% by hedging it with the Swap Agreement.

(7) Treasury Stock Repurchase Program

    In November 1999, our Board of Directors approved a stock repurchase plan authorizing the purchase of up to 500,000 shares of our outstanding common stock. During the first two quarters of fiscal 2000, we completed the plan and repurchased 500,000 shares on the open market for an aggregate purchase price of $9.2 million (average price of $18.38 per share).

8



BEAZER HOMES USA, INC.

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS


Item 2:  Management's Discussion and Analysis of Financial Condition and Results of Operations

OVERVIEW:

Homebuilding:  We design, build and sell single-family homes in the following regions and states:

Southeast
  Southwest
  Central
  Mid-Atlantic
Florida
Georgia
North Carolina
South Carolina
Tennessee
  Arizona
California
Nevada
  Texas   Maryland
New Jersey
Pennsylvania
Virginia

    We intend, subject to market conditions, to expand in our current markets and to consider entering new markets either through expansion from existing markets or through acquisitions of established regional homebuilders. We seek to be one of the five largest builders in each of the markets that we serve.

    Most of our homes are designed to appeal to entry-level and first time move-up homebuyers, and are generally offered for sale in advance of their construction. Once a sales contract has been signed, we classify the transaction as a "new order." Such sales contracts are usually subject to certain contingencies such as the buyer's ability to qualify for financing. Homes covered by these sales contracts are considered "backlog." We do not recognize revenue on homes in backlog until the sales are closed and the risk of ownership has been transferred to the buyer.

Ancillary Businesses:  We have established several businesses to support our core homebuilding operations. We operate design centers in the majority of our markets. Through design centers, homebuyers can choose non-structural upgrades and options for their new home. We also provide mortgage origination services for our homebuyers through Beazer Mortgage Corp. Beazer Mortgage originates, processes and sells mortgages to third party investors. Beazer Mortgage does not retain or service the mortgages that it originates. We also provide title services and homeowners' and other insurance in many of our markets. We will continue to evaluate opportunities to provide other ancillary services to our homebuyers.

Value Created:  We evaluate our financial performance using Value Created, a variation of economic profit or economic value added. Value Created measures the extent to which we exceed our cost of capital. Most of our employees receive incentive compensation based upon a combination of Value Created and the change in Value Created. We believe that our Value Created system encourages managers to act like owners, rewards profitable growth and focuses attention on long-term loyalty and performance.

9


    The following presents certain operating and financial data for Beazer (dollars in thousands):

 
  Three Months Ended December 31,
 
  2000
   
 
  1999
 
   
  % Change
 
  Amount
  Amount
Number of new orders, net of cancellations:                
  Southeast region     637   18.6 %   537
  Southwest region     704   13.5     620
  Central region     144   63.6     88
  Mid-Atlantic region     313   20.4     260
   
     
  Total     1,798   19.5     1,505
   
     
Number of closings:                
  Southeast region     575   4.4 %   551
  Southwest region     766   11.8     685
  Central region     160   31.1     122
  Mid-Atlantic region     341   34.8     253
   
     
  Total     1,842   14.3     1,611
   
     
Total homebuilding revenue:                
  Southeast region   $ 104,677   9.9 % $ 95,252
  Southwest region     153,543   15.5     132,897
  Central region     24,438   10.6     22,096
  Mid-Atlantic region     78,461   47.1     53,339
   
     
  Total   $ 361,119   19.0   $ 303,584
   
     
Average sales price per home closed:                
  Southeast region   $ 182.0   5.3 % $ 172.9
  Southwest region     200.4   3.3     194.0
  Central region     152.7   (15.7 )   181.1
  Mid-Atlantic region     230.1   9.2     210.8
  Consolidated     196.0   4.0     188.4
 
  Three Months Ended December 31,
 
  2000
   
 
  1999
 
   
  % Change
 
  Amount
  Amount
Backlog units at end of period:                
  Southeast region     937   (4.9 )%   985
  Southwest region     1,087   50.8     721
  Central region     243   41.3     172
  Mid-Atlantic region     618   7.7     574
   
     
  Total     2,885   17.7     2,452
   
     
Aggregate sales value of homes in backlog at end of period:   $ 572,573   21.3 % $ 471,856
   
     
Number of active subdivisions at end of period:                
  Southeast region     122   9.9 %   111
  Southwest region     68   15.3     59
  Central region     29   (3.3 )   30
  Mid-Atlantic region     37   (11.9 )   42
   
     
  Total     256   5.8     242
   
     

10


New Orders and Backlog:  New orders increased by 19% during the three month period ended December 31, 2000, with only a 6% increase in the number of active subdivisions at December 31, 2000. The increase reflects order strength in all four of our regions. We believe that the increase in new orders in our markets benefited from the reduction of mortgage interest rates and three other significant factors. These factors are strong population growth, especially in markets we serve, gains in market share by large, public homebuilders, and the benefits of the internet, which increasing numbers of homebuyers are actively using in their home purchase process. Demand was especially strong in our Central region where we have increased our presence in the first-time buyer segment.

    The aggregate dollar value of homes in backlog at December 31, 2000 increased 21% from December 31, 1999, reflecting an 18% increase in the number of homes in backlog and a 3% increase in the average price of homes in backlog, from $192,400 at December 31, 1999 to $198,500 at December 31, 2000. The increased average price of homes in backlog reflects our continued ability to raise prices in most of our markets, as well as increased sales of options and upgrades on homes through our design centers.

    The following table provides additional details of revenues and certain expenses and shows certain items expressed as a percentage of certain components of revenues (dollars in thousands):

 
  Three Months Ended December 31,
 
 
  2000
  1999
 
Details of revenues and certain expenses:              
Revenues:              
Home sales   $ 361,119   $ 303,584  
Land and lot sales     330     3,305  
Mortgage origination revenue     5,320     3,107  
Intercompany elimination—mortgage     (1,719 )   (1,251 )
   
 
 
Total revenue   $ 365,050   $ 308,745  
   
 
 
Cost of home construction and land sales:              
Home sales   $ 296,420   $ 253,849  
Land and lot sales     263     3,150  
Intercompany elimination—mortgage     (1,719 )   (1,251 )
   
 
 
Total cost of home construction and land sales   $ 294,964   $ 255,748  
   
 
 
Selling, general and administrative:              
Homebuilding operations   $ 37,117   $ 32,117  
Mortgage origination operations     2,979     2,156  
   
 
 
Total selling, general and administrative   $ 40,096   $ 34,273  
   
 
 
Certain items as a percentage of revenues:              
As a percentage of total revenue:              
Costs of home construction and land sales     80.8 %   82.8 %
Amortization of previously capitalized interest     1.9 %   1.8 %
Selling, general and administrative              
  Homebuilding operations     10.2 %   10.4 %
  Mortgage operations     0.8 %   0.7 %
As a percentage of home sales revenue:              
Costs of home construction     82.1 %   83.6 %

Revenues:  Revenues increased by 18% for the three months ended December 31, 2000 compared to the same period in the prior year, reflecting a 4% increase in the average sales price of homes closed

11


and a 14% increase in the number of homes closed. We also experienced an increase in mortgage origination revenue.

Cost of Home Construction:  The cost of home construction as a percentage of home sales decreased for the three months ended December 31, 2000, compared to the same period of the prior year, as a result of our ability to both raise prices and reduce costs. In addition the increase in our sales of options and upgrades has contributed to the improvement in gross profit margin. Such options and upgrades generally have gross margins approximately double that of our base homes.

Selling, General and Administrative Expense:  Our selling, general and administrative ("SG&A") expense decreased as a percentage of total revenues for the three months ended December 31, 2000, compared to the same period of the prior year, as a result of higher revenues, giving us greater leverage and operating efficiency on the fixed portion of such expense.

Mortgage Origination Operations:  Revenues increased for Beazer Mortgage during the three months ended December 31, 2000, compared to the same period of the prior year, primarily as a result of the increase in homebuilding revenues.

Investment in Unconsolidated Joint Venture:  We have a non-controlling 49% interest in Premier Communities, a joint venture with Corporacion GEO S.A. de C.V., a Mexican homebuilder, to build affordable housing in the United States. The joint venture has experienced losses since its inception in 1997 and is now in the process of winding down. During fiscal 2000 we recognized charges to write-off our remaining, impaired investment in the joint venture and to record our expected obligation to fund certain of the letters of credit we have issued to guarantee our share of the outstanding indebtedness of the joint venture. Other expense includes our share of the joint venture's operating losses of $1.3 million for the three months ended December 31, 1999. At December 31, 2000 we had $2.7 million accrued for the winding down of the joint venture. We currently do not expect to record further charges relating to the winding down of the joint venture in the future.

Income Taxes:  Our effective income tax rate was 39.0% for both the three month periods ended December 31, 2000 and December 31, 1999.

New Accounting Pronouncement:  Effective October 1, 2000 we adopted Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities" ("SFAS 133"), as amended. SFAS 133 establishes accounting and reporting standards for derivative instruments and for hedging activities by requiring that all derivatives be recognized in the balance sheet and measured at fair value. Gains or losses resulting from changes in the fair value of derivatives are recognized in earnings or recorded in other comprehensive income, and recognized in the income statement when the hedged item affects earnings, depending on the purpose of the derivatives and whether they qualify for hedge accounting treatment.

    Our policy is to designate at inception that derivatives hedge risks associated with specific assets, liabilities, or future commitments and monitor the derivatives to determine if they remain effective hedges. The effectiveness of a derivative as a hedge is based on high correlation between changes in its value and changes in the value of the underlying hedged item. We recognize gains or losses for amounts received or paid when the underlying transaction settles. We do not enter or hold derivatives for trading or speculative purposes.

    On December 22, 2000 we entered into an interest rate swap agreement (the "Swap Agreement") to effectively fix the variable interest rate on our $75 million four-year term loan (Note 6). The Swap Agreement has been designated as a cash flow hedge and accordingly, is reflected at fair value in our consolidated balance sheet and the related loss is deferred in stockholders' equity as other comprehensive loss. Amounts to be received or paid as a result of the Swap Agreement are accrued and recognized as an adjustment to interest related to the designated debt. The net effect of this accounting on our operating results is that interest on the portion of variable-rate debt being hedged is

12


generally recorded based on fixed interest rates. The effect of the Swap Agreement for the quarter ended December 31, 2000 was to record after-tax other comprehensive loss of $72 thousand.

FINANCIAL CONDITION AND LIQUIDITY:

    We fulfill our short-term cash requirements with cash generated from operations and unused funds available from an unsecured revolving credit facility (the "Credit Facility") with a group of banks. In December 1999, we amended the Credit Facility, adding two banks (now eight banks) and increasing the facility from $200 million to $250 million. Available borrowings under the facility are limited to certain percentages of homes under contract, unsold homes, substantially improved lots, raw land and accounts receivable. At December 31, 2000, we had $20 million outstanding and additional available borrowings of $140 million under the Credit Facility.

    Effective December 19, 2000 we entered into a new $75 million four-year term loan with a group of banks. The Term Loan matures in December 2004 and bears interest at a fluctuating rate based on LIBOR or the lead bank's corporate base rate of interest. The Term Loan contains various operating and financial covenants. Each of our significant subsidiaries is a guarantor under the Term Loan. The proceeds from the Term Loan were used to pay down then outstanding borrowings under our $250 million revolving credit facility.

    We have $215 million of outstanding senior debt, which is comprised of $100 million of 87/8% Senior Notes due in April 2008 and $115 million of 9% Senior Notes due in March 2004 (collectively, the "Senior Notes"). All of our significant subsidiaries are guarantors of the Senior Notes and are jointly and severally liable for obligations under the Senior Notes. Separate financial statements and other disclosures concerning each of the significant subsidiaries are not included, as the aggregate assets, liabilities, earnings and equity of the subsidiaries equal such consolidated amounts and separate subsidiary financial statements are not considered material to investors. The total assets, revenues and operating profit of the non-guarantor subsidiaries are in the aggregate immaterial on a consolidated basis. Neither the Credit Facility, Term Loan nor the Senior Notes restrict distributions to Beazer Homes USA, Inc. by its subsidiaries.

    We have utilized, and will continue to utilize, land options as a method of controlling and subsequently acquiring land. At December 31, 2000, we had 14,876 lots under option. At December 31, 2000, we had commitments with respect to option contracts with specific performance obligations of approximately $25 million. We expect to exercise all of our option contracts with specific performance obligations and, subject to market conditions, substantially all of our options contracts without specific performance obligations.

    In November 1999, our Board of Directors approved a stock repurchase plan authorizing the purchase of up to 500,000 shares of our outstanding common stock. During the first two quarters of fiscal 2000, we completed the plan and repurchased 500,000 shares on the open market for an aggregate purchase price of $9.2 million (average price of $18.38 per share).

    In January 2000, we filed a $300 million universal shelf registration statement on Form S-3 with the Securities and Exchange Commission. Pursuant to the filing, the Company may, from time to time over an extended period, offer new debt and/or equity securities. This shelf registration will allow the Company to expediently access capital markets periodically in the future. The timing and amount of offerings, if any, will depend on market and general business conditions.

    We believe that our current borrowing capacity, together with anticipated cash flows from operations, is sufficient to meet liquidity needs for the foreseeable future. There can be no assurance, however, that amounts available in the future from our sources of liquidity will be sufficient to meet future capital needs. The amount and types of indebtedness that we may incur may be limited by the terms of the Indenture governing our Senior Notes, Term Loan and Credit Facility. We continually evaluate expansion opportunities through acquisition of established regional homebuilders and such

13


opportunities may require us to seek additional capital in the form of equity or debt financing from a variety of potential sources, including additional bank financing and/or securities offerings.

OUTLOOK:

    We are optimistic about our prospects for fiscal 2001 and confident about our long-term prospects. We understand the uncertainties surrounding the economy may reduce this optimism in the future. At this time, however, our increased earnings for the three months ended December 31, 2000 and our current higher level of backlog give us strong indications of increased earnings in fiscal 2001 compared to fiscal 2000. We believe that our earnings per share for fiscal 2001 are likely to be in the $6.25 to $6.50 range, up 24% to 29% over fiscal 2000. In addition, we believe that the factors we discussed earlier (positive demographic trends, gains in market share by larger public homebuilders and the benefits of the internet) will allow us to continue to report increased earnings in fiscal 2002 and beyond. Our five-year plan, introduced in fiscal 1999, targets delivering 15,000 home closings and earning $9.00 per diluted share by fiscal 2004.

Cautionary Statement Pursuant to Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995:

    This quarterly report on Form 10-Q contains "forward-looking statements" within the meaning of the federal securities laws. These forward-looking statements include, among others, statements concerning the Company's outlook for future quarters including projected earnings per share for fiscal 2001, overall and market specific volume trends, pricing trends and forces in the industry, cost reduction strategies and their results, the Company's expectations as to funding its capital expenditures and operations during 2001, and other statements of expectations, beliefs, future plans and strategies, anticipated events or trends, and similar expressions concerning matters that are not historical facts. The forward-looking statements in this report are subject to risks and uncertainties that could cause actual results to differ materially from those expressed in or implied by the statements. The most significant factors that could cause actual results to differ materially from those expressed in the forward-looking statements include, but are not limited to, the following:

    Economic changes nationally or in one or more of the Company's local markets

    Volatility of mortgage interest rates

    Increased competition

    Changes in the costs of winding down Premier Communities

    Shortages of skilled labor or raw materials used in the production of houses

    Increased prices for labor, land and raw materials used in the production of houses

    Increased land development costs on projects under development

    Any delays in reacting to changing consumer preference in home design

    Delays or difficulties in implementing the Company's initiatives to reduce its production and overhead cost structure

    Delays in land development or home construction resulting from adverse weather conditions

    Potential delays or increased costs in obtaining necessary permits as a result of changes to laws, regulations or governmental policies.


Item 3:  Quantitative and Qualitative Disclosures About Market Risk

    We entered into the Swap Agreement on December 22, 2000, to manage interest costs and hedge against risks associated with fluctuating interest rates with respect to our $75 million term loan maturing in December 2004. We do not enter into or hold derivatives for trading or speculative purposes.

14



PART II.  OTHER INFORMATION

Item 4.  Submission of Matters to a Vote of Security Holders

    On February 1, 2001, we held our annual meeting of shareholders. At the annual meeting, the shareholders elected seven members to the Board of Directors to serve until the next annual meeting. The results of voting were as follows (based on 8,202,787 outstanding shares entitled to vote):

    Election of Directors

Name

  For
  Against
  Withheld
  Broker Non-Votes
Brian C. Beazer   7,202,539   0   330,687   0
Thomas B. Howard, Jr.   7,516,148   0   17,078   0
Ian J. McCarthy   7,516,878   0   16,348   0
George W. Mefferd   7,516,148   0   17,078   0
D. E. Mundell   7,516,148   0   17,078   0
Larry T. Solari   7,516,148   0   17,078   0
David S. Weiss   7,516,878   0   16,348   0


Item 6.  Exhibits and Reports on Form 8-K

    (a)
    Exhibits:

      10.12  Second Amended and Restated Credit Agreement dated as of December 29, 1999 between the Company and Bank One, NA, as Agent, and Comerica Bank and Guaranty Federal Bank, F.S.B as Managing Agents (filed herewith)

      10.13  1999 Stock Incentive Plan (filed herewith).

      10.14  Employment Agreement effective as of November 7, 2000—C. Lowell Ball (filed herewith).

      10.15  Change of Control Agreement effective as of November 7, 2000-C. Lowell Ball (filed herewith).

    (b)
    Reports on Form 8-K:

      On December 29, 2000 we filed a form 8-K related to our new $75 million four-year term loan.

15



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 thereunto duly authorized.

        BEAZER HOMES USA, INC.

Date:

 

February 12, 2001

 

By:

 

/s/
DAVID S. WEISS
        Name:   David S. Weiss
Executive Vice President and Chief Financial Officer

16




QuickLinks

INDEX
BEAZER HOMES USA, INC. CONDENSED CONSOLIDATED BALANCE SHEETS (dollars in thousands, except per share data)
BEAZER HOMES USA, INC. UNAUDITED CONDENSED CONSOLIATED STATEMENTS OF OPERATIONS (in thousands, except per share amounts)
BEAZER HOMES USA, INC. UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (dollar in thousands)
BEAZER HOMES USA, INC. NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
BEAZER HOMES USA, INC. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
SIGNATURES