SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2004
or
o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission File Number 1-9977
MERITAGE CORPORATION
(Exact Name of Registrant as Specified in Its Charter)
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Maryland |
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86-0611231 |
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(State or Other Jurisdiction) |
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(I.R.S. Employer |
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8501 East Princess Drive, Suite 290 |
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85255 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
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(480) 609-3330 |
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(Registrant’s Telephone Number, Including Area Code) |
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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 ý No o
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ý No o
As of May 6, 2004, 13,162,420 shares of Meritage Corporation common stock were outstanding.
MERITAGE CORPORATION
FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2004
TABLE OF CONTENTS
2
PART I - FINANCIAL INFORMATION
MERITAGE CORPORATION AND SUBSIDIARIES
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(Unaudited) |
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December
31, |
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(in thousands, except share data) |
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Assets |
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Cash and cash equivalents |
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$ |
11,690 |
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$ |
4,799 |
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Real estate |
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696,375 |
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678,011 |
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Consolidated real estate not owned |
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32,303 |
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18,572 |
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Deposits on real estate under option or contract |
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109,994 |
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105,870 |
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Receivables, net |
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9,638 |
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8,716 |
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Deferred tax asset, net |
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1,443 |
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1,204 |
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Goodwill |
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87,800 |
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75,645 |
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Property and equipment, net |
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25,708 |
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23,669 |
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Prepaid expenses and other assets |
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17,470 |
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14,525 |
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Investments in unconsolidated entities |
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27,991 |
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23,528 |
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Total assets |
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$ |
1,020,412 |
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$ |
954,539 |
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Liabilities |
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Accounts payable |
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$ |
76,453 |
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$ |
80,737 |
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Accrued liabilities |
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61,181 |
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67,411 |
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Home sale deposits |
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28,709 |
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25,352 |
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Liabilities related to consolidated real estate not owned |
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31,480 |
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17,653 |
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Loans payable |
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94,000 |
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63,500 |
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Senior notes |
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287,721 |
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287,991 |
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Total liabilities |
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579,544 |
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542,644 |
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Stockholders’ Equity |
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Common stock, par value $0.01. 50,000,000 shares authorized; 15,585,873 and 15,479,558 shares issued at March 31, 2004 and December 31, 2003, respectively |
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156 |
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155 |
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Additional paid-in capital |
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204,731 |
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202,678 |
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Retained earnings |
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269,534 |
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242,615 |
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Treasury stock at cost, 2,302,226 shares at March 31, 2004 and December 31, 2003 |
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(33,553 |
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(33, 553 |
) |
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Total stockholders’ equity |
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440,868 |
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411,895 |
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Total liabilities and stockholders’ equity |
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$ |
1,020,412 |
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$ |
954,539 |
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See accompanying notes to consolidated financial statements
3
MERITAGE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF EARNINGS
(Unaudited)
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Three Months Ended March 31, |
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2004 |
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2003 |
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(in thousands, except per share data) |
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Home closing revenue |
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$ |
423,502 |
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$ |
283,410 |
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Cost of home closings |
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(340,339 |
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(227,056 |
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Home closing gross profit |
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83,163 |
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56,354 |
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Commissions and other sales costs |
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(25,833 |
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(19,745 |
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General and administrative costs |
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(16,056 |
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(12,212 |
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Other income, net |
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2,189 |
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1,209 |
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Earnings before income taxes |
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43,463 |
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25,606 |
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Income taxes |
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(16,544 |
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(9,833 |
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Net earnings |
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$ |
26,919 |
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$ |
15,773 |
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Weighted average number of shares: |
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Basic |
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13,234 |
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13,041 |
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Diluted |
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14,052 |
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13,683 |
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Net earnings per common share: |
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Basic |
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$ |
2.03 |
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$ |
1.21 |
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Diluted |
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$ |
1.92 |
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$ |
1.15 |
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See accompanying notes to consolidated financial statements
4
MERITAGE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
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Three Months Ended March 31, |
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2004 |
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2003 |
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(in thousands) |
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Cash flows from operating activities: |
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