-----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, BNO4vSRFICzYhbaIBsKLXLSVyS4+l6PAvRQZLr3CYo1R3FP9Fjcxsz1+FSbcjMHQ Uj1OQkJkK81ewTqF3tkXww== 0001021408-02-013013.txt : 20021029 0001021408-02-013013.hdr.sgml : 20021029 20021029171846 ACCESSION NUMBER: 0001021408-02-013013 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20021029 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: FILED AS OF DATE: 20021029 FILER: COMPANY DATA: COMPANY CONFORMED NAME: DOMINION HOMES INC CENTRAL INDEX KEY: 0000917857 STANDARD INDUSTRIAL CLASSIFICATION: OPERATIVE BUILDERS [1531] IRS NUMBER: 311393233 STATE OF INCORPORATION: OH FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-23270 FILM NUMBER: 02801812 BUSINESS ADDRESS: STREET 1: 5501 FRANTZ RD CITY: DUBLIN STATE: OH ZIP: 43017-0766 BUSINESS PHONE: 6147616000 MAIL ADDRESS: STREET 1: 5501 FRANTZ RD CITY: DUBLIN STATE: OH ZIP: 43017 FORMER COMPANY: FORMER CONFORMED NAME: BORROR CORP DATE OF NAME CHANGE: 19940124 8-K 1 d8k.htm FORM 8-K DATED OCTOBER 29, 2002 Form 8-K Dated October 29, 2002
 
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) October 29, 2002
 
 
DOMINION HOMES, INC.
(Exact name of registrant as specified in its charter)
 
Ohio
(State or other
jurisdiction of incorporation)
  
0-23270
(Commission
File Number)
  
31-1393233
(IRS Employer
Identification No.)
 
5501 Frantz Road, Dublin, Ohio
(Address of principal executive offices)
  
43017
(Zip Code)
 
Registrant’s telephone number, including area code (614) 761-6000
 

Page 1 of 3

 
Item 7.    Financial Statements and Exhibits.
 
Exhibit Number
   
Description
99.1
   
Press Release dated October 29, 2002
 
Item 9.    Regulation FD Disclosure.
 
On October 29, 2002, Dominion Homes, Inc., an Ohio corporation (the “Company”), announced its net income for the quarter ended September 30, 2002. A copy of the Company’s press release announcing these financial results, which is attached as Exhibit 99.1 hereto and incorporated by reference, is being furnished under this Item 9 in accordance with the provisions of Regulation FD (17 CFR §§ 243.100 et seq.).

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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 hereunto duly authorized.
 
 
DOMINION HOMES, INC.
By:
  
/s/    JON M. DONNELL        
   
Jon M. Donnell
President and Chief Operating Officer
 
 
Date: October 29, 2002

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EX-99.1 3 dex991.txt PRESS RELEASE DATED OCTOBER 29, 2002 Exhibit 99.1 For Immediate Release For additional information contact: Peter J. O'Hanlon or Jon M. Donnell (614) 761-6000 Dominion Homes Reports Record Net Income for the Third Quarter And First Nine Months of 2002 DUBLIN, Ohio - October 29, 2002 - Dominion Homes (NASDAQ:DHOM) reported net income for the three months ended September 30, 2002 increased 23% to a record $7.2 million from $5.9 million for the three months ended September 30, 2001. Fully diluted earnings per share was $0.89 for both third quarter 2002 and 2001, due principally to the dilutive impact of the sale by the Company of 1,503,900 of its common shares during June and July of 2002. The weighted average number of fully diluted shares outstanding during the three months ended September 30, 2002 increased 24% to 8,142,590 shares, compared to 6,585,335 shares during the three months ended September 30, 2001. Revenues for third quarter 2002 increased 15% to $139.4 million, from the delivery of 724 homes, compared to revenues for third quarter 2001 of $121.1 million, from the delivery of 631 homes. The $18.3 million increase in revenues was primarily due to the delivery of 93 more homes resulting from a higher percentage of closings of smaller, affordable homes and improved building times. As a result of the increase in home deliveries, the Company's gross profit for third quarter 2002 increased 15% to $32.7 million from $28.3 million for third quarter 2001. Increases in selling, general and administrative expenses are mainly attributable to variable costs associated with delivering more homes. Interest expense declined 36% or $1.1 million, due principally to the reduction of debt that resulted from the sale of additional common shares. Net income for the first nine months of 2002 increased 77% to a record $17.6 million from $9.9 million for the same period last year. Fully diluted earnings per share increased to $2.46 per share for the first nine months of 2002, compared to $1.51 per share for the same period the previous year. As a result of the Company's sale of common shares in June and July 2002, the weighted average number of fully diluted shares outstanding during the nine months ended September 30, 2002 increased to 7,143,744 shares, compared to 6,568,799 shares during the nine months ended September 30, 2001. Revenues for the first nine months of 2002 increased 33% to $370.9 million, from the delivery of 1,944 homes, compared to revenues of $279.1 million for the same period the previous year, from the delivery of 1,444 homes. Gross profit for the first nine months of 2002 increased 32% to $84.9 million from $64.1 million for the same period the previous year. As previously reported in the Company's press release dated October 15, 2002, the Company sold a third quarter record 605 homes during the three months ended September 30, 2002, representing a sales value of $109.6 million, compared to 484 homes, representing a sales value of $89.7 million, sold during third quarter 2001. The Company sold 1,947 homes during the first nine months of 2002, representing a sales value of $355.3 million, compared to 1,779 homes, representing a sales value of $332.6 million during the first nine months of 2001. The Company had a backlog of 1,035 contracts, with a sales value of $198.3 million, on September 30, 2002 compared to a backlog of 1,112 contracts, with a sales value of $214.7 million, on September 30, 2001. The Company sold 1,450,000 common shares on June 28, 2002 and an additional 53,900 shares on July 29, 2002 for a total of 1,503,900 shares, all at a public offering price of $20 per share. After payment of expenses, the Company used the combined net proceeds of approximately $27.4 million to reduce debt. Shareholders' equity at September 30, 2002 was $125.9 million versus $81.6 million at December 31, 2001. The Company's third quarter 2002 conference call to discuss earnings will take place at 4:00 PM on Tuesday October 29, 2002. Interested parties may listen in by accessing the Company's website at www.dominionhomes.com, selecting either the Central Ohio or Louisville, Kentucky location and then selecting "Third Quarter Analyst's Webcast Conference Call." Dominion Homes offers three distinct series of homes, which are differentiated by size, price, standard features and available options. The Company's "The Best of Everything" philosophy focuses on providing its customers with unsurpassed products, quality, and customer service. There are currently over 50 Dominion Homes locations in Central Ohio and Louisville, Kentucky. Additional information about the Company and its homes is located on its website. Certain statements in this news release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Such statements involve known and unknown risks, uncertainties and other factors that may cause actual results to differ materially. Such risks, uncertainties and other factors include, but are not limited to, weather conditions, changes in general economic conditions, fluctuations in interest rates, increases in raw materials and labor costs, levels of competition and other factors described in the Company's Annual Report and Form 10-K for the year ended December 31, 2001 and our Registration Statement filed on May 31, 2002. All forward-looking statements made in this press release are based on information presently available to the management of the Company. The Company assumes no obligation to update any forward-looking statements. FINANCIAL HIGHLIGHTS (Unaudited) (In thousands, except share and per share amounts) Consolidated Statements of Operations
Three Months Ended Nine Months Ended September 30, September 30, 2002 2001 2002 2001 Revenues $ 139,360 $ 121,053 $ 370,900 $ 279,064 Cost of real estate sold 106,654 92,712 285,961 214,925 ---------- ---------- ---------- ---------- Gross profit 32,706 28,341 84,939 64,139 Selling, general and administrative 18,491 14,940 48,123 38,479 ---------- ---------- ---------- ---------- Income from operations 14,215 13,401 36,816 25,660 Interest expense 1,912 2,970 6,777 8,266 ---------- ---------- ---------- ---------- Income before income taxes 12,303 10,431 30,039 17,394 Provision for income taxes 5,076 4,550 12,446 7,476 ---------- ---------- ---------- ---------- Net income $ 7,227 $ 5,881 $ 17,593 $ 9,918 ========== ========== ========== ========== Earnings per share Basic $ .90 $ .93 $ 2.50 $ 1.56 ========== ========== ========== ========== Diluted $ .89 $ .89 $ 2.46 $ 1.51 ========== ========== ========== ========== Weighted average shares outstanding Basic 8,025,071 6,349,924 7,026,853 6,352,357 ========== ========== ========== ========== Diluted 8,142,590 6,585,335 7,143,744 6,568,799 ========== ========== ========== ==========
Consolidated Balance Sheet
September 30, December 31, 2002 2001 -------- -------- ASSETS Cash and cash equivalents $ 4,243 $ 5,619 Accounts receivable, net 741 2,882 Real estate inventories 260,561 230,024 Prepaid expenses and other 3,630 3,963 Deferred income taxes 6,763 5,865 Net property and equipment 6,183 6,193 ----------- ----------- Total assets $ 282,121 $ 254,546 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY Note payable, banks $ 106,540 $ 131,511 Term debt 2,134 2,358 Other liabilities 47,549 39,110 ----------- ---------- Total liabilities 156,223 172,979 Total shareholders' equity 125,898 81,567 ----------- ----------- Total liabilities and shareholders' equity $ 282,121 $ 254,546 =========== ===========
Land Inventory as of September 30, 2002
Unimproved Finished Lots Under Land Total Land Inventory Lots Development Estimated Lots Estimated Lots - ------------------------------------ ------------------ ------------------ ---------------------- ------------------ Owned by the Company: Central Ohio 1,085 1,304 5,838 8,227 Louisville, Kentucky 176 182 393 751 Controlled by the Company: Central Ohio - - 5,919 5,919 Louisville, Kentucky - - 267 267 ------------------ ------------------ ---------------------- ------------------ 1,261 1,486 12,417 15,164 ------------------ ------------------ ---------------------- ------------------
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