8-K

UNITED STATES

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 31, 2024

CAVCO INDUSTRIES INC.

(Exact name of registrant as specified in its charter)

Delaware	000-08822	56-2405642
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

3636 North Central Avenue, Suite 1200
	Phoenix	Arizona	85012
(Address of principal executive offices, including zip code)

Registrant's telephone number, including area code: (602) 256-6263

Not applicable

(Former name or former address, if changed from last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
Common Stock, par value $0.01	CVCO	The Nasdaq Stock Market LLC
		(Nasdaq Global Select Market)

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR §230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02.    Results of Operations and Financial Condition

On October 31, 2024, Cavco Industries, Inc., a Delaware corporation (the "Company"), announced financial results for its fiscal second quarter ended September 28, 2024. A copy of the Company’s press release announcing these financial results is attached as Exhibit 99.1 hereto and incorporated in this Item 2.02 by reference.

Item 8.01

On October 29, 2024, the Company's Board of Directors approved a new $100 million stock repurchase program which was also announced in the press release attached as Exhibit 99.1 hereto. The purchases may be made in the open market or one or more privately negotiated transactions in compliance with applicable securities laws and other legal requirements. The actual timing, number and value of shares repurchased under the program will be determined by the Company in its discretion and will depend on a number of factors, including market conditions, applicable legal requirements and other strategic capital needs and opportunities. The program does not obligate Cavco to acquire any particular amount of common stock and may be suspended or discontinued at any time. The Company expects to finance the program from existing cash resources.

Item 9.01.    Financial Statements and Exhibits

Exhibit Number	Description
99.1	Press Release dated October 31, 2024
104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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.

CAVCO INDUSTRIES, INC.
By:	/s/ Allison K. Aden
	Allison K. Aden
	Executive Vice President, Chief Financial Officer & Treasurer
Date:	October 31, 2024

EX-99

	For additional information, contact:
	Mark Fusler Corporate Controller and Investor Relations investor_relations@cavco.com
News Release	Phone: 602-256-6263 On the Internet: www.cavcoindustries.com

FOR IMMEDIATE RELEASE

CAVCO INDUSTRIES REPORTS FISCAL 2025SECOND QUARTER RESULTS AND ANNOUNCES NEW $100 MILLION STOCK REPURCHASE PROGRAM

PHOENIX, October 31, 2024 (GLOBE NEWSWIRE) – Cavco Industries, Inc. (Nasdaq: CVCO) ("we," "our," the "Company" or "Cavco") today announced financial results for the second fiscal quarter ended September 28, 2024.

Quarterly Highlights

•Net revenue was $507 million, up $55 million or 12.3% compared to $452 million in the second quarter of the prior year, primarily on home sales volume growth.

•Home sales volume is up 15.7% and capacity utilization is up to approximately 70% from approximately 60% in the second quarter of the prior year.

•Factory-built housing Gross profit as a percentage of Net revenue was 22.9%, compared to 23.2% in the prior year period.

•Financial services Gross profit as a percentage of Net revenue was 21.8%, compared to Gross profit of 35.9% in the prior year period.

•Income before income taxes was $55.0 million, up $3.3 million or 6.4% compared to $51.7 million in the prior year period.

•Net income per diluted share attributable to Cavco common stockholders was $5.28 compared to $4.76 in the prior year quarter.

•Backlogs totaled $276 million at the end of the quarter, up $44 million, or 19%, from$232 million three months ago, with modules in the backlog growing 20%.

•Stock repurchases were approximately $44 million in the quarter.

•On October 29, 2024, the Company's Board of Directors approved an additional $100 million stock repurchase program.

Commenting on the quarter, President and Chief Executive Officer Bill Boor said, "Our second quarter results were strong as our plants ramped production in line with order growth. Additionally, our Financial Services segment showed improvement following the previously communicated $4 million in claims resulting from Hurricane Beryl early in the period.

He continued, "Our continuing prayers and support are with all those affected by Hurricanes Helene and Milton. Thankfully, our employees and their families remained safe; however, many suffered devastating property damage. While dealing with their personal challenges, our Cavco teammates resumed operations, minimizing any negative home shipment effects. Our thanks go out to all our dedicated co-workers in the region for their grit and commitment to providing homes for our customers. The critical importance of that work has never been more apparent than in the aftermath of these catastrophes."

Financial Results

	Three Months Ended
($ in thousands, except revenue per home sold)	September 28, 2024		September 30, 2023		Change
Net revenue
Factory-built housing	$	486,343	$	434,066	$	52,277	12.0	%
Financial services	21,118		17,964		3,154		17.6	%
	$	507,461	$	452,030	$	55,431	12.3	%
Factory-built modules sold	8,119		6,912		1,207		17.5	%
Factory-built homes sold (consisting of one or more modules)	4,913		4,248		665		15.7	%
Net factory-built housing revenue per home sold	$	98,991	$	102,181	$	(3,190)	(3.1)	%
	Six Months Ended
($ in thousands, except revenue per home sold)	September 28, 2024		September 30, 2023		Change
Net revenue
Factory-built housing	$	944,391	$	891,175	$	53,216	6.0	%
Financial services	40,669		36,730		3,939		10.7	%
	$	985,060	$	927,905	$	57,155	6.2	%
Factory-built modules sold	15,790		14,318		1,472		10.3	%
Factory-built homes sold (consisting of one or more modules)	9,634		8,830		804		9.1	%
Net factory-built housing revenue per home sold	$	98,027	$	100,926	$	(2,899)	(2.9)	%

•In the factory-built housing segment, the increase in Net revenue for the three and six months periods was due to higher home sales volume, partially offset by a decrease in revenue per home sold primarily due to a lower proportion of homes sold through our Company-owned stores and, to a lesser extent, product pricing decreases.

•Financial services segment Net revenue increased for the three and six month periods from higher insurance premiums.

	Three Months Ended
($ in thousands)	September 28, 2024			September 30, 2023			Change
Gross profit
Factory-built housing	$	111,520		$	100,507		$	11,013	11.0	%
Financial services	4,602			6,450			(1,848)		(28.7)	%
	$	116,122		$	106,957		$	9,165	8.6	%
Gross profit as % of Net revenue
Consolidated	22.9		%	23.7		%	N/A		(0.8)	%
Factory-built housing	22.9		%	23.2		%	N/A		(0.3)	%
Financial services	21.8		%	35.9		%	N/A		(14.1)	%
Selling, general and administrative expenses
Factory-built housing	$	61,440		$	56,455		$	4,985	8.8	%
Financial services	5,557			5,051			506		10.0	%
	$	66,997		$	61,506		$	5,491	8.9	%
Income from operations
Factory-built housing	$	50,080		$	44,052		$	6,028	13.7	%
Financial services	(955)			1,399			(2,354)		(168.3)	%
	$	49,125		$	45,451		$	3,674	8.1	%
	Six Months Ended
($ in thousands)	September 28, 2024			September 30, 2023			Change
Gross profit
Factory-built housing	$	215,030		$	213,875		$	1,155	0.5	%
Financial services	4,494			10,961			(6,467)		(59.0)	%
	$	219,524		$	224,836		$	(5,312)	(2.4)	%
Gross profit as % of Net revenue
Consolidated	22.3		%	24.2		%	N/A		(1.9)	%
Factory-built housing	22.8		%	24.0		%	N/A		(1.2)	%
Financial services	11.1		%	29.8		%	N/A		(18.7)	%
Selling, general and administrative expenses
Factory-built housing	$	121,160		$	112,476		$	8,684	7.7	%
Financial services	10,688			10,710			(22)		(0.2)	%
	$	131,848		$	123,186		$	8,662	7.0	%
Income from operations
Factory-built housing	$	93,870		$	101,399		$	(7,529)	(7.4)	%
Financial services	(6,194)			251			(6,445)		(2,567.7)	%
	$	87,676		$	101,650		$	(13,974)	(13.7)	%

•In the factory-built housing segment, Gross profit as a percent of Net revenue for the three and six months ended September 28, 2024 decreased primarily due to lower average selling price, partially offset by lower input costs per unit.

•In the financial services segment, Gross profit and Income from operations for the three and six months ended September 28, 2024 was negatively impacted by high insurance claims from Hurricane Beryl in July and multiple weather events in Texas, as well as the wildfires in New Mexico in the first fiscal quarter of this year.

•Selling, general and administrative expenses increased for the three months ended September 28, 2024 as a result of increases in variable compensation driven by higher incentive compensation and as a result of increases in expense from acquired retail locations. Selling, general and administrative expenses increased for the six months ended September 28, 2024 as a result of increases in expense from acquired retail locations.

	Three Months Ended
($ in thousands, except per share amounts)	September 28, 2024		September 30, 2023		Change
Interest Income	$	5,692	$	5,812	$	(120)	(2.1)	%
Net income attributable to Cavco common stockholders	$	43,815	$	41,539	$	2,276	5.5	%
Diluted net income per share	$	5.28	$	4.76	$	0.52	10.9	%
	Six Months Ended
($ in thousands, except per share amounts)	September 28, 2024		September 30, 2023		Change
Interest Income	$	11,203	$	10,430	$	773	7.4	%
Net income attributable to Cavco common stockholders	$	78,244	$	87,896	$	(9,652)	(11.0)	%
Diluted net income per share	$	9.38	$	10.05	$	(0.67)	(6.7)	%

Items ancillary to our core operations had the following impact on the results of operations:

	Three Months Ended				Six Months Ended
($ in millions)	September 28, 2024		September 30, 2023		September 28, 2024		September 30, 2023
Net revenue
Unrealized (loss) gains recognized during the period on securities held in the financial services segment	$	(0.4)	$	(0.3)	$	0.5	$	—
Selling, general and administrative expenses
Legal and other expense related to the SEC inquiry, including indemnified costs of a former officer	—		(0.7)		—		(1.0)
Other income, net
Unrealized gains on corporate equity securities	0.2		—		0.1		0.1

Conference Call Details

Cavco's management will hold a conference call to review these results tomorrow, November 1, 2024, at 1:00 p.m. (Eastern Time). Interested parties can access a live webcast of the conference call on the Internet at https://investor.cavco.com or via telephone. To participate by phone, please register at

https://register.vevent.com/register/BI8027130d78cd43a583d368caa437db57 to receive the dial in number and your PIN. An archive of the webcast and presentation will be available for 60 days at https://investor.cavco.com.

About Cavco

Cavco Industries, Inc., headquartered in Phoenix, Arizona, designs and produces factory-built housing products primarily distributed through a network of independent and Company-owned retailers. We are one of the largest producers of manufactured and modular homes in the United States, based on reported wholesale shipments. Our products are marketed under a variety of brand names including Cavco, Fleetwood, Palm Harbor, Nationwide, Fairmont, Friendship, Chariot Eagle, Destiny, Commodore, Colony, Pennwest, R-Anell, Manorwood, MidCountry and Solitaire. We are also a leading producer of park model RVs, vacation cabins and factory-built commercial structures. Cavco's finance subsidiary, CountryPlace Mortgage, is an approved Fannie Mae and Freddie Mac seller/servicer and a Ginnie Mae mortgage-backed securities issuer that offers conforming mortgages, non-conforming mortgages and home-only loans to purchasers of factory-built homes. Our insurance subsidiary, Standard Casualty, provides property and casualty insurance to owners of manufactured homes.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements include all statements that are not historical facts. These forward-looking statements reflect Cavco's current expectations and projections with respect to our expected future business and financial performance, including, among other things: (i) expected financial performance and operating results, such as revenue and gross margin percentage; (ii) our liquidity and financial resources; (iii) our outlook with respect to the Company and the manufactured housing business in general; (iv) the expected effect of certain risks and uncertainties on our business; and (iv) the strength of Cavco's business model. These statements may be preceded by, followed by, or include the words "aim," "anticipate," "believe," "estimate," "expect," "forecast," "future," "goal," "intend," "likely," "outlook," "plan," "potential," "project," "seek," "target," "can," "could," "may," "should," "would," "will," the negatives thereof and other words and terms of similar meaning. A number of factors could cause actual results or outcomes to differ materially from those indicated by these forward-looking statements. These factors include, among other factors, Cavco's ability to manage: (i) customer demand and the availability of financing for our products; (ii) labor shortages and the pricing, availability, or transportation of raw materials; (iii) the impact of local or national emergencies; (iv) excessive health and safety incidents or warranty and construction claims; (v) increases in cancellations of home sales; (vi) information technology failures or cyber incidents; (vii) our ability to maintain the security of personally identifiable information of our customers, (viii) comply with the numerous laws and regulations applicable to our business, including state, federal, and foreign laws relating manufactured housing, privacy, the internet, and accounting matters; (ix) successfully defend against litigation, government inquiries, and investigations, and (x) other risks and uncertainties indicated from time to time in documents filed or to be filed with the Securities and Exchange Commission (the "SEC") by Cavco. The forward-looking statements herein represent the judgment of Cavco as of the date of this release and Cavco disclaims any intent or obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise. This press release should be read in conjunction with the information included in the Company's other press releases, reports, and other filings with the SEC. Readers are specifically referred to the Risk Factors described in Item 1A of the Company's Annual Report on Form 10-K for the year ended March 30, 2024 as may be updated from time to time in future filings on Form 10-Q and other reports filed by the Company pursuant to the Securities Exchange Act of 1934, which identify important risks that could cause actual results to differ from those contained in the forward-looking statements. Understanding the information contained in these filings is important in order to fully understand Cavco's reported financial results and our business outlook for future periods.

CAVCO INDUSTRIES, INC.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share amounts)

	September 28, 2024		March 30, 2024
ASSETS	(Unaudited)
Current assets
Cash and cash equivalents	$	364,113	$	352,687
Restricted cash, current	21,519		15,481
Accounts receivable, net	94,296		77,123
Short-term investments	24,574		18,270
Current portion of consumer loans receivable, net	30,899		20,713
Current portion of commercial loans receivable, net	36,887		40,787
Current portion of commercial loans receivable from affiliates, net	2,894		2,529
Inventories	244,025		241,339
Prepaid expenses and other current assets	82,758		82,870
Total current assets	901,965		851,799
Restricted cash	585		585
Investments	12,845		17,316
Consumer loans receivable, net	20,770		23,354
Commercial loans receivable, net	47,192		45,660
Commercial loans receivable from affiliates, net	3,933		2,065
Property, plant and equipment, net	225,121		224,199
Goodwill	121,969		121,934
Other intangibles, net	27,445		28,221
Operating lease right-of-use assets	36,378		39,027
Total assets	$	1,398,203	$	1,354,160
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts payable	$	39,252	$	33,531
Accrued expenses and other current liabilities	272,228		239,736
Total current liabilities	311,480		273,267
Operating lease liabilities	32,485		35,148
Other liabilities	7,529		7,759
Deferred income taxes	4,732		4,575
Stockholders' equity
Preferred stock, $0.01 par value; 1,000,000 shares authorized; No shares issued or outstanding	—		—
Common stock, $0.01 par value; 40,000,000 shares authorized; Issued 9,417,332 and 9,389,953 shares, respectively; Outstanding 8,267,797 and 8,320,718, respectively	94		94
Treasury stock, at cost; 1,149,535 and 1,069,235 shares, respectively	(348,406)		(274,693)
Additional paid-in capital	284,995		281,216
Retained earnings	1,105,371		1,027,127
Accumulated other comprehensive loss	(77)		(333)
Total stockholders' equity	1,041,977		1,033,411
Total liabilities and stockholders' equity	$	1,398,203	$	1,354,160

CAVCO INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF INCOME

(Dollars in thousands, except per share amounts)

(Unaudited)

	Three Months Ended				Six Months Ended
	September 28, 2024		September 30, 2023		September 28, 2024		September 30, 2023
Net revenue	$	507,461	$	452,030	$	985,060	$	927,905
Cost of sales	391,339		345,073		765,536		703,069
Gross profit	116,122		106,957		219,524		224,836
Selling, general and administrative expenses	66,997		61,506		131,848		123,186
Income from operations	49,125		45,451		87,676		101,650
Interest income	5,692		5,812		11,203		10,430
Interest expense	(125)		(257)		(215)		(523)
Other income, net	258		655		147		781
Income before income taxes	54,950		51,661		98,811		112,338
Income tax expense	(11,135)		(10,088)		(20,567)		(24,354)
Net income	43,815		41,573		78,244		87,984
Less: net income attributable to redeemable noncontrolling interest	—		34		—		88
Net income attributable to Cavco common stockholders	$	43,815	$	41,539	$	78,244	$	87,896
Net income per share attributable to Cavco common stockholders
Basic	$	5.33	$	4.80	$	9.48	$	10.15
Diluted	$	5.28	$	4.76	$	9.38	$	10.05
Weighted average shares outstanding
Basic	8,226,298		8,656,537		8,256,664		8,663,430
Diluted	8,305,326		8,731,419		8,337,671		8,742,734

CAVCO INDUSTRIES, INC.

OTHER OPERATING DATA

(Dollars in thousands)

(Unaudited)

	Three Months Ended				Six Months Ended
	September 28, 2024		September 30, 2023		September 28, 2024		September 30, 2023
Capital expenditures	$	4,905	$	4,287	$	9,819	$	8,470
Depreciation	$	4,375	$	4,275	$	8,744	$	8,449
Amortization of other intangibles	$	385	$	393	$	777	$	785

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Document and Entity Information Document and Entity Information	Oct. 31, 2024
Document and Entity Information [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Oct. 31, 2024
Entity Registrant Name	CAVCO INDUSTRIES INC.
Entity Central Index Key	0000278166
Entity Emerging Growth Company	false
Entity File Number	000-08822
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	56-2405642
Entity Address, Address Line One	3636 North Central Avenue, Suite 1200
Entity Address, City or Town	Phoenix
Entity Address, State or Province	AZ
Entity Address, Postal Zip Code	85012
City Area Code	602
Local Phone Number	256-6263
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock, par value $0.01
Trading Symbol	CVCO
Security Exchange Name	NASDAQ