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Champion Enterprises Reports Second Quarter 2006 Results

   Revenues increase 17 percent, driven by 62 percent increase in modular
    sales, despite weaker manufactured housing order rates and declining
                                 backlogs.
  Deferred tax assets reinstated on historical profitability and favorable
                                  outlook.

    AUBURN HILLS, Mich., July 24 /PRNewswire-FirstCall/ -- Champion
Enterprises, Inc. (NYSE: CHB), a leader in factory-built construction,
today announced results for its second quarter ended July 1, 2006. Revenues
for the quarter increased 16.9 percent to $370.7 million compared to $317.1
million for the second quarter of 2005. Net income for the quarter totaled
$119.9 million, or $1.55 per diluted share, compared to net income of $13.5
million, or $0.17 per diluted share for the second quarter of 2005. Net
income included $109.7 million of income from the reversal of the
previously recorded deferred tax asset valuation allowance.
    Income from continuing operations before income taxes fell 22.4 percent
to $11.5 million compared to $14.8 million for the second quarter of 2005.
    Operating Highlights - North American Manufacturing Segment
    * North American manufacturing ("manufacturing segment") net sales
increased 9.7 percent to $319.9 million from $291.6 million in the second
quarter of 2005.
    * Revenues from the sale of modular homes totaled $88 million, climbing
62 percent for the second quarter of 2006, compared to the same period a
year ago, and representing 28 percent of total manufacturing segment sales
for the quarter. Modular sales increased 14 percent organically, while the
remainder of the increase was a result of acquisitions. Modular unit sales
increased 46 percent during the quarter.
    * Manufacturing segment income for the quarter decreased $3.8 million
to $21.0 million from $24.8 million in the second quarter of 2005.
    * Manufacturing segment margins were 6.6 percent compared to 8.5
percent in the second quarter of 2005. The decrease was the result of lower
incoming order rates and backlogs throughout the quarter, resulting in
decreased factory utilization and efficiency. Manufacturing segment margin
for the last twelve months now stands at 7.7 percent.
    * Manufacturing segment backlogs ended the quarter at $52 million
compared to $91 million at the end of the second quarter of 2005. On a per
plant unit basis, backlogs at the end of the quarter stood at their lowest
level since the first quarter of 2003. This low level of backlog is
expected to continue to pressure margins for the remainder of the year,
making it unlikely that the Company will reach its goal of 8.3 percent for
the year.
    * As a result of ongoing poor market conditions in the Midwest, the
Company has idled an additional plant at its LaGrange, Ind. complex, where
it continues to operate two manufacturing facilities.
    Operating Highlights - International Manufacturing Segment
    * International manufacturing ("international segment") consists of
United Kingdom-based Calsafe Group (Holdings) Ltd. and its operating
subsidiary Caledonian Building Systems which were acquired in April 2006.
International segment sales totaled $27.1 million for the partial quarter.
    * International segment income totaled $1.2 million for the period,
resulting in a segment margin of 4.4 percent in Caledonian's seasonally
slowest period. Caledonian's historical fiscal year end of March 31 will be
changed to coincide with Champion's beginning with the fiscal year ending
December 30, 2006.
    * International segment order backlogs remain strong, with firm
contracts and orders pending contracts under framework agreements totaling
approximately $120 million, sufficient to secure production levels through
the remainder of the fiscal year.
    Operating Highlights - Retail Segment
    * The Company's California-based retail segment reported revenues of
$35.0 million compared to $38.8 million for the second quarter of 2005.
    * Retail segment income totaled $2.4 million for the quarter compared
to $2.6 million in 2005 while the segment margin improved to 6.8 percent
from 6.7 percent for the second quarter of 2005.
    Other Highlights
    * Cash flow from continuing operations totaled $12.6 million for the
second quarter of 2006 compared to $18.5 million for the same period last
year.
    * Cash and cash equivalents totaled $121.6 million at the end of the
quarter compared to $132.1 million at the end of last quarter. During the
quarter the Company used approximately $22 million of cash to complete the
Calsafe acquisition.
    * As of July 1, 2006 Champion reversed its previously recorded deferred
tax asset valuation allowance after having achieved sufficient historical
and expected future profitability. As a result, future quarters will
reflect a normalized tax rate. The Company's cash tax rate will continue to
primarily consist of foreign taxes, as most of its taxable income generated
in the U.S. will continue to be offset by available tax loss carryforwards.
Available U.S. federal tax loss carryforwards totaled approximately $130
million at the beginning of this fiscal year, with an additional
approximately $49 million becoming available this year.
    "The overall manufactured housing market continues to be challenging.
Excluding FEMA temporary home sales, the manufactured housing market
declined 3.9 percent in 2005 and has declined a further 3.8 percent during
the first five months of 2006," said William Griffiths, chairman, president
and CEO of Champion Enterprises, Inc. "We see no evidence that this trend
will reverse in the second half of the year.
    "This underlying trend continues to validate our long-term strategy
focused on growing our residential, commercial and international modular
businesses, both organically and through acquisitions. During the second
quarter, with the overall housing market softening, we posted organic
growth of 14 percent in our modular business. On a year-over-year basis,
including acquisitions, our companywide modular revenues more than doubled
and now represent over 30 percent of our sales," said Griffiths.
    "Our two acquisitions this year performed as expected during the
quarter, with both Highland and Caledonian making solid contributions to
Champion's overall results."
    Griffiths concluded, "While we expect future growth to be primarily
driven by modular construction, we remain committed to the manufactured
housing market, which accounts for a significant portion of our revenue and
cash flow. Manufactured housing provides an important source of cash for
purposes of investing in future growth opportunities. We will continue to
work toward transforming Champion from a manufactured housing company to
one more equally balanced between manufactured housing and modular
construction, both domestic and international."
    Second Quarter 2006 Conference Call
    Champion Enterprises will host a conference call on Tuesday, July 25,
2006 at 11 a.m. EDT to discuss these results and current business trends.
To listen to the call, please call 888-481-7939 for domestic callers or
617-847-8707 for international callers. The pass code is 62964900. You can
also listen to the call via the Company's website at
http://www.championhomes.com under the Investor Relations link.
    A telephone replay of the call will be available approximately one hour
after the call's conclusion through Thursday, August 10, 2006, and on the
Company's website for 90 days. To access the telephone replay, please call
(888) 286-8010 for domestic callers or (617) 801-6888 for international
callers. The passcode is 29219498. The replay will also be available under
the Investor Relations link at the Company's website under Audio Archives.
    About Champion
    Auburn Hills, Michigan-based Champion Enterprises, Inc. is a leader in
factory-built construction, operating 35 manufacturing facilities in North
America and the United Kingdom, and partnering with over 3,000 independent
retailers, builders and developers. The Company produces manufactured and
modular homes through its family of homebuilders, as well as modular
commercial buildings for military and commercial applications. For more
information, please visit http://www.championhomes.com .
    Forward-Looking Statements
    This news release contains certain statements, including statements
regarding backlogs, margins, goals, fiscal year changes, firm contracts,
orders pending contracts under framework agreements, production levels,
cash tax rate, taxable income, tax loss carryforwards, housing market
trends, long-term strategy, expected future growth, growth opportunities
and transformation of Champion, each of which could be construed to be
forward- looking statements within the meaning of the Securities and
Exchange Act of 1934.
    These statements reflect the Company's views with respect to future
plans, events and financial performance. The Company does not undertake any
obligation to update the information contained herein, which speaks only as
of the date of this press release. The Company has identified certain risk
factors, which could cause actual results and plans to differ substantially
from those included in the forward-looking statements. These factors are
discussed in the Company's most recently filed Form 10-K and other SEC
filings, in each case under the section entitled "Forward-Looking
Statements," and those discussions regarding risk factors are incorporated
herein by reference.
    CHAMPION ENTERPRISES, INC. AND SUBSIDIARIES
    CONSOLIDATED FINANCIAL SUMMARY (UNAUDITED)
    (Dollars and weighted shares in thousands, except per share amounts)

                          Three Months Ended         Six Months Ended
                           July 1,   July 2,    %    July 1,   July 2,    %
                             2006      2005   Change   2006      2005   Change
                                    (Restated)                (Restated)
    Net sales:
      North American
       manufacturing       $319,943  $291,595   10%  $651,594  $530,333   23%
      International
       manufacturing         27,131         -          27,131         -
      Retail                 35,043    38,805  (10%)   62,321    63,942   (3%)
      Less:  intercompany   (11,400)  (13,300)        (23,800)  (32,900)
      Total net sales       370,717   317,100   17%   717,246   561,375   28%

    Cost of sales           313,878   261,527   20%   606,114   468,538   29%

    Gross margin             56,839    55,573    2%   111,132    92,837   20%

    Selling, general, and
     administrative
     expenses                41,326    36,655   13%    78,649    68,402   15%
    Mark-to-market credit
     for common stock
     warrant                      -      (500)              -    (4,300)
    Loss on debt
     retirement                   -       901               -       901

    Operating income         15,513    18,517  (16%)   32,483    27,834   17%

    Interest expense, net     4,011     3,699    8%     6,081     7,507  (19%)

    Income from continuing
     operations
     before income taxes     11,502    14,818  (22%)   26,402    20,327   30%

    Income tax (benefit)
     expense               (108,303)      600        (107,103)      900

    Income from continuing
     operations             119,805    14,218  743%   133,505    19,427  587%

    Income (loss) from
     discontinued
     operations,
     net of taxes                77      (751)             24    (3,309)

    Net income             $119,882   $13,467  790%  $133,529   $16,118  728%

    Income from continuing
     operations            $119,805   $14,218        $133,505   $19,427
    Less: dividends on
     preferred stock              -       (34)              -      (293)
    Less: amount allocated
     to participating
     securities                   -      (195)              -      (789)
    Income from continuing
     operations available
     to common
     shareholders          $119,805   $13,989  756%  $133,505   $18,345  628%

    Basic income per
     share:
      Income from
       continuing
       operations             $1.57     $0.19  726%     $1.75     $0.25  600%
      Income (loss) from
       discontinued
       operations               -       (0.01)            -       (0.05)
      Net income              $1.57     $0.18  772%     $1.75     $0.20  775%

    Weighted shares for
     basic EPS               76,343    75,176          76,212    73,861

    Diluted income per
     share:
      Income from
       continuing
       operations             $1.55     $0.18  761%     $1.72     $0.25  588%
      Income (loss) from
       discontinued
       operations               -       (0.01)            -       (0.05)
      Net income              $1.55     $0.17  812%     $1.72     $0.20  760%

    Weighted shares for
     diluted EPS             77,495    76,042          77,438    74,756


    See accompanying Notes to Financial Information.



    CHAMPION ENTERPRISES, INC. AND SUBSIDIARIES
    CONSOLIDATED CONDENSED BALANCE SHEETS
    (In thousands)                       (UNAUDITED) (UNAUDITED)
                                           July 1,    April 1,   December 31,
                                             2006        2006        2005
    Assets
    Cash and cash equivalents               $121,646    $132,136    $126,979
    Restricted cash                              331         325         713
    Accounts receivable, trade                64,263      45,899      49,146
    Inventories                              107,143     106,747     108,650
    Deferred tax assets                       37,559         439         441
    Other current assets                       9,450       7,745      12,227
      Total current assets                   340,392     293,291     298,156
    Property, plant, and equipment, net      109,835      96,067      91,173
    Goodwill and other intangible assets     297,871     175,506     158,101
    Non-current deferred tax assets           97,200           -           -
    Other non-current assets                  18,602      19,047      19,224
                                            $863,900    $583,911    $566,654

    Liabilities and Shareholders' Equity
    Accounts payable                         $68,102     $40,896     $29,115
    Other accrued liabilities                161,932     147,082     156,976
      Total current liabilities              230,034     187,978     186,091
    Long-term debt                           282,896     201,418     201,727
    Long-term deferred tax liabilities        23,375          94         124
    Other long-term liabilities               39,337      31,289      31,407
    Shareholders' equity                     288,258     163,132     147,305
                                            $863,900    $583,911    $566,654


    See accompanying Notes to Financial Information.



    CHAMPION ENTERPRISES, INC. AND SUBSIDIARIES
    CONSOLIDATED CONDENSED CASH FLOW STATEMENTS (UNAUDITED)
    (In thousands)

                                       Three Months Ended   Six Months Ended
                                       July 1,   July 2,   July 1,   July 2,
                                         2006      2005      2006      2005
                                                (Restated)          (Restated)
    Net income                         $119,882   $13,467  $133,529   $16,118
    (Income) loss from discontinued
     operations                             (77)      751       (24)    3,309
    Adjustments:
      Depreciation and amortization       4,833     2,524     8,064     5,063
      Stock-based compensation            1,531     1,626     3,348     2,590
      Reversal of deferred tax
       valuation allowance             (109,700)        -  (109,700)        -
      Mark-to-market credit for common
       stock warrant                          -      (500)        -    (4,300)
      Loss on debt retirement                 -       901         -       901
      Gains on disposal of fixed
       assets                              (542)       (4)   (4,528)   (1,599)
      Changes in working capital         (2,101)      391    16,885    (9,143)
      Changes in accrued liabilities         97      (408)  (10,394)   (2,222)
      Other                              (1,361)     (297)    2,014     2,642
    Cash provided by continuing
     operating activities                12,562    18,451    39,194    13,359

    Additions to property, plant and
     equipment                           (4,547)   (2,822)   (9,058)   (5,290)
    Acquisition of Calsafe Group
     (Holdings) Limited                (100,364)           (100,364)
    Acquisition of Highland
     Manufacturing Company                    -         -   (22,828)        -
    Proceeds on disposal of fixed
     assets                               1,143       310     5,763     5,056
    Other                                     -         -         -       (55)
    Cash used for investing activities (103,768)   (2,512) (126,487)     (289)

     Decrease in long-term debt            (528)      (77)     (829)     (128)
     Proceeds from Term Loan             78,561         -    78,561         -
     Purchase of Senior Notes                 -    (9,885)        -    (9,885)
    Increase in deferred financing
     costs                                 (980)        -      (995)        -
    (Increase) decrease in restricted
     cash                                    (6)    4,166       382         1
    Purchase of common stock warrant          -    (4,500)        -    (4,500)
    Common stock issued, net              1,333       415     1,955       597
    Dividends paid on preferred stock         -       (34)        -      (293)
    Cash provided by (used for)
     financing activities                78,380    (9,915)   79,074   (14,208)

    Net cash provided by (used for)
     operating activities of
     discontinued operations                (64)   (1,294)      486    (3,565)
    Net cash provided by investing
     activities of discontinued
     operations                             568     4,664       568    24,232
    Net cash used for financing
     activities of discontinued
     operations                               -    (1,614)        -   (11,896)
    Cash provided by discontinued
     operations                             504     1,756     1,054     8,771

    Effect of exchange rate changes on
     cash and cash equivalents            1,832         -     1,832         -

    (Decrease) increase in cash and
     cash equivalents                   (10,490)    7,780    (5,333)    7,633
    Cash and cash equivalents at
     beginning of period                132,136   142,119   126,979   142,266
    Cash and cash equivalents at end
     of period                         $121,646  $149,899  $121,646  $149,899
    The 2005 Statement of Cash Flows has been revised to separately
disclose the operating, investing, and financing portions of the cash flows
attributable to discontinued operations. These amounts were previously
reported on a combined basis.
    See accompanying Notes to Financial Information.



    CHAMPION ENTERPRISES, INC. AND SUBSIDIARIES
    NOTES TO FINANCIAL INFORMATION (UNAUDITED)
    (1) The Company's international manufacturing segment consists of its
United Kingdom-based modular manufacturing operations, which were acquired
upon the acquisition of Calsafe Group (Holdings) Limited and its operating
subsidiary, Caledonian Building Systems Limited. The transaction, which was
completed on April 7, 2006, was funded through a combination of proceeds
from a term loan and cash.
    (2) On July 1, 2006 the Company reversed its deferred tax asset
valuation allowance totaling $109.7 million. Excluding this adjustment,
income tax expense consisted primarily of state and foreign income taxes
for all periods presented.
    (3) The Company evaluates the performance of its North American
manufacturing, international manufacturing and retail segments based on
earnings before amortization, interest, income taxes, and general corporate
expenses. A reconciliation of income from continuing operations before
income taxes for the three and six months ended follows (dollars in
thousands):
                                                As a % of       As a % of
    Three months ended:                  July 1, Related July 2, Related   %
                                          2006   Sales    2005   Sales  Change
    North American manufacturing segment
     income                              $21,039   6.6%  $24,803  8.5%  (15%)
    International manufacturing segment
     income                                1,199   4.4%        -
    Retail segment income                  2,379   6.8%    2,601  6.7%   (9%)
    Amortization of intangibles           (1,299)              -
    General corporate expenses            (7,605)         (8,886)        14%
    Mark-to-market credit for stock
     warrant                                   -             500
    Loss on debt retirement                    -            (901)
    Intercompany eliminations               (200)            400
    Interest expense, net                 (4,011)         (3,699)        (8%)
    Income from continuing operations
      before income taxes                $11,502   3.1%  $14,818  4.7%  (22%)

                                                As a % of       As a % of
    Six months ended:                    July 1, Related July 2, Related   %
                                          2006   Sales    2005   Sales  Change
    North American manufacturing segment
     income                              $47,005   7.2%  $35,997  6.8%   31%
    International manufacturing segment
     income                                1,199   4.4%        -
    Retail segment income                  3,892   6.2%    3,868  6.0%    1%
    Amortization of intangibles           (1,391)              -
    General corporate expenses           (17,222)        (17,030)        (1%)
    Mark-to-market credit for stock
     warrant                                   -           4,300
    Loss on debt retirement                    -            (901)
    Intercompany eliminations             (1,000)          1,600
    Interest expense, net                 (6,081)         (7,507)        19%
    Income from continuing operations
      before income taxes                $26,402   3.7%  $20,327  3.6%   30%
    (4) The Company's discontinued operations consists of its traditional
retail business, which was disposed of in 2005 and 2004, and its former
consumer finance business.
    (5) The Company early adopted SFAS No. 123 (R), in the fourth quarter
of 2005, effective January 2, 2005 using the modified prospective method of
transition. Quarterly results of 2005 have been restated accordingly. The
effect of expensing stock options was insignificant in the second quarter
and year-to-date periods of 2006 and 2005.
    (6) In the year-to-date period ended July 1, 2006, gains on sales of
fixed assets resulted from the sale of an investment property in Florida
and the sale of three idle plants.
    (7) On March 31, 2006 the Company acquired Highland Manufacturing
Company, LLC, a manufacturer of modular and HUD-code homes in the north
central U.S.
    (8) During the second quarter of 2005, the Company purchased $9.1
million of its then outstanding Senior Notes due 2007 for cash
consideration of $9.9 million, resulting in a pretax loss of $0.9 million.
    (9) During the second quarter and year-to-date period of 2005, the
Company recorded credits (income) of $0.5 million and $4.3 million,
respectively, for the change in the estimated fair value of its then
outstanding common stock warrant for 2.2 million shares. During the second
quarter of 2005, the Company repurchased and cancelled the warrant in
exchange for a cash payment of $4.5 million.
    (10) The company's participating securities for determining EPS during
the 2005 period consisted of its convertible preferred stock and common
stock warrant. As a result of the repurchase and cancellation of the
warrant and the conversion of all convertible preferred stock in April
2005, the Company's participating securities have been eliminated for the
current periods.
    CHAMPION ENTERPRISES, INC. AND SUBSIDIARIES
    OTHER STATISTICAL INFORMATION (UNAUDITED)

                            Three months ended         Six months ended
                             July 1,  July 2,   %      July 1,  July 2,   %
                              2006     2005   Change    2006     2005   Change
    NORTH AMERICAN
     MANUFACTURING
    Units sold
    HUD Code                   4,185    4,843  (14%)     8,950    8,857    1%
    Modular                    1,271      868   46%      2,283    1,648   39%
    Canadian                     236      264  (11%)       538      460   17%
    Total units sold           5,692    5,975   (5%)    11,771   10,965    7%
    Less:  intercompany          172      216  (20%)       353      555  (36%)
    Units sold to
     independent
     retailers/builders        5,520    5,759   (4%)    11,418   10,410   10%

    Floors sold               11,048   11,406   (3%)    22,362   21,015    6%

    Multi-section mix            83%      84%              79%      85%

    Average unit prices,
     excluding delivery
    Total                    $51,300  $45,200   13%    $50,500  $44,700   13%
    HUD Code                 $46,000  $42,800    7%    $44,700  $42,200    6%
    Modular                  $66,500  $60,500   10%    $71,200  $58,600   22%


SOURCE Champion Enterprises, Inc.




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    CONTACT:
    Laurie Van Raemdonck, Vice President of
    Investor Relations, +1-248-340-7731,
    lvanraemdonck@championhomes.net or Phyllis Knight, Executive Vice
    President and CFO, +1-248-340-9090, both of Champion Enterprises