This document is a submission information file and 10-K/A form filed by Toll Brothers, Inc. with the SEC for the fiscal year ended October 31, 2001. It includes information such as the type of filing, contact information, registration details, financial statements, and notes. The 10-K/A amends the original 10-K filing to correct typographical errors in item 8, add omitted disclosure of executive compensation for Robert I. Toll and Bruce E. Toll in item 11, and provide an explanation of the amendments.
Clear Channel Communications reported financial results for the fourth quarter and full year 2004. For the quarter, revenue increased 1% to $2.31 billion and income was $214.3 million. For the full year, revenue grew 5% to $9.4 billion and income was $845.8 million. The company repurchased $2.1 billion of its stock and paid $265.2 million in dividends in 2004. Operationally, Clear Channel focused on improving its existing businesses and leading change in the industries in which it operates.
Conference Call/Webcast
October 29th, 2012
» QUARTER HIGHLIGHTS
» Net Income of R$5,567 million and EBITDA of R$14,375 million
» Oil production in Brazil of 1,904 kboed (-3% vs. 2Q12) and natural gas of 377 kboed (+4% vs. 2Q12)
» Start up of FPSO Cidade de Anchieta in September 10th
» Current production: 42 kbpd with 3 wells
» Production peak (100 kbpd): March/2013
» Discoveries: Grana Padano (Espirito Santo), Pecém (Ceará), Barra and Moita Bonita (Sergipe Alagoas)
» Record refinery output (2,026 kbpd in 3Q12 vs. 1,886 kbpd in 3Q11)
» Start up of REPAR’s Coking unit
» 7th consecutive year in the Dow Jones Sustainability Index
This document provides an overview and summary of Petrobras' 2nd Quarter 2012 financial results. Key points include:
- Petrobras reported a loss in 2Q12 versus a profit in 1Q12, due to factors like exchange rate devaluation, lower oil product prices in Brazil, production stoppages, and increased exploration expenses.
- The average exchange rate depreciated in 2Q12 compared to 1Q12, negatively impacting costs.
- Operational highlights included refining throughput records and advances in contracting for offshore oil development.
- 2Q12 results were affected by unique factors that are unlikely to occur together or at the same intensity in future quarters.
The document summarizes Petrobras' operational and financial results for the 3rd quarter of 2013. It discusses oil and gas production levels remaining stable compared to the previous quarter despite some delays in bringing new production online. It also outlines plans to start up 6 new production units in the 4th quarter that will contribute to growth in 2014. Downstream oil product volumes were largely stable while costs increased due to higher labor costs. Imports of diesel increased to meet seasonal demand while the trade deficit widened due to higher import costs and volumes.
The document provides operational and financial results for the 2nd quarter of 2014. It summarizes oil and gas production figures, including a 50,000 barrel per day increase in oil production from the 1st to 2nd quarter. It also outlines factors supporting further production growth for the remainder of 2014, with a target average production of 2.075 million barrels per day. Lifting costs for the 2nd quarter were $14.57 per barrel, a 3% increase from the previous quarter, mainly due to a stronger US dollar.
Donnelley Financial Solutions provides technology and expertise to help companies deliver accurate and timely business communications to shareholders, regulators, and investors. They have over 3,500 employees across 61 locations in 18 countries, providing thousands of clients with tools for content creation, storage, distribution, and analytics. For more information, contact a sales representative or visit their website at www.dfsco.com.
Petrobras reported financial results for the 2nd quarter of 2011, with net income of R$10.9 billion, in line with 1Q11 results. Domestic oil and gas sales volumes increased 7% compared to 1Q11 and 9% compared to 2Q10. Three new extended well tests were implemented in pre-salt areas. Production is expected to increase in the second half of the year with the start-up of new offshore fields and platforms. Drilling in the Santos Basin pre-salt continues at an accelerated pace with high exploration success.
Petrobras reported financial results for the 4th quarter and full year 2013. Key highlights include:
- Oil and gas production in Brazil declined 2.5% year-over-year to 1,931 kbpd due to delays in new projects coming online.
- Oil product sales increased 4% to 2,383 kbpd due to higher refining output and reduced imports.
- Net income increased 11% to R$34.4 billion driven by higher oil prices and asset sales, partially offset by increased debt expenses.
- EBITDA grew 18% to R$63 billion mainly from price adjustments and lower exploration costs.
- Investments totaled R$104.4 billion, up 24
Clear Channel Communications reported financial results for the fourth quarter and full year 2004. For the quarter, revenue increased 1% to $2.31 billion and income was $214.3 million. For the full year, revenue grew 5% to $9.4 billion and income was $845.8 million. The company repurchased $2.1 billion of its stock and paid $265.2 million in dividends in 2004. Operationally, Clear Channel focused on improving its existing businesses and leading change in the industries in which it operates.
Conference Call/Webcast
October 29th, 2012
» QUARTER HIGHLIGHTS
» Net Income of R$5,567 million and EBITDA of R$14,375 million
» Oil production in Brazil of 1,904 kboed (-3% vs. 2Q12) and natural gas of 377 kboed (+4% vs. 2Q12)
» Start up of FPSO Cidade de Anchieta in September 10th
» Current production: 42 kbpd with 3 wells
» Production peak (100 kbpd): March/2013
» Discoveries: Grana Padano (Espirito Santo), Pecém (Ceará), Barra and Moita Bonita (Sergipe Alagoas)
» Record refinery output (2,026 kbpd in 3Q12 vs. 1,886 kbpd in 3Q11)
» Start up of REPAR’s Coking unit
» 7th consecutive year in the Dow Jones Sustainability Index
This document provides an overview and summary of Petrobras' 2nd Quarter 2012 financial results. Key points include:
- Petrobras reported a loss in 2Q12 versus a profit in 1Q12, due to factors like exchange rate devaluation, lower oil product prices in Brazil, production stoppages, and increased exploration expenses.
- The average exchange rate depreciated in 2Q12 compared to 1Q12, negatively impacting costs.
- Operational highlights included refining throughput records and advances in contracting for offshore oil development.
- 2Q12 results were affected by unique factors that are unlikely to occur together or at the same intensity in future quarters.
The document summarizes Petrobras' operational and financial results for the 3rd quarter of 2013. It discusses oil and gas production levels remaining stable compared to the previous quarter despite some delays in bringing new production online. It also outlines plans to start up 6 new production units in the 4th quarter that will contribute to growth in 2014. Downstream oil product volumes were largely stable while costs increased due to higher labor costs. Imports of diesel increased to meet seasonal demand while the trade deficit widened due to higher import costs and volumes.
The document provides operational and financial results for the 2nd quarter of 2014. It summarizes oil and gas production figures, including a 50,000 barrel per day increase in oil production from the 1st to 2nd quarter. It also outlines factors supporting further production growth for the remainder of 2014, with a target average production of 2.075 million barrels per day. Lifting costs for the 2nd quarter were $14.57 per barrel, a 3% increase from the previous quarter, mainly due to a stronger US dollar.
Donnelley Financial Solutions provides technology and expertise to help companies deliver accurate and timely business communications to shareholders, regulators, and investors. They have over 3,500 employees across 61 locations in 18 countries, providing thousands of clients with tools for content creation, storage, distribution, and analytics. For more information, contact a sales representative or visit their website at www.dfsco.com.
Petrobras reported financial results for the 2nd quarter of 2011, with net income of R$10.9 billion, in line with 1Q11 results. Domestic oil and gas sales volumes increased 7% compared to 1Q11 and 9% compared to 2Q10. Three new extended well tests were implemented in pre-salt areas. Production is expected to increase in the second half of the year with the start-up of new offshore fields and platforms. Drilling in the Santos Basin pre-salt continues at an accelerated pace with high exploration success.
Petrobras reported financial results for the 4th quarter and full year 2013. Key highlights include:
- Oil and gas production in Brazil declined 2.5% year-over-year to 1,931 kbpd due to delays in new projects coming online.
- Oil product sales increased 4% to 2,383 kbpd due to higher refining output and reduced imports.
- Net income increased 11% to R$34.4 billion driven by higher oil prices and asset sales, partially offset by increased debt expenses.
- EBITDA grew 18% to R$63 billion mainly from price adjustments and lower exploration costs.
- Investments totaled R$104.4 billion, up 24
This document is Toll Brothers' quarterly report filed with the SEC for the period ended July 31, 2004. It includes condensed consolidated financial statements such as the balance sheet, income statement, and cash flow statement. It also provides notes to the financial statements and disclosures on forward-looking statements, accounting policies, and subsequent events. The financial statements show that for the nine months ended July 31, 2004, Toll Brothers increased its revenues over the same period the prior year and reported net income of $228.5 million.
This document is a quarterly report filed with the SEC by Toll Brothers, Inc. for the quarter ending January 31, 2008. It includes:
- Condensed consolidated balance sheets showing the company's assets (including cash, inventory, and investments) and liabilities (including loans, notes, and accounts payable) as of January 31, 2008 and October 31, 2007.
- A statement indicating that the information contained in this report is the same as that presented on a February 27, 2008 earnings call and that no additional confirmation or updating of the information is being provided in this Form 10-Q filing.
- Toll Brothers is a publicly traded homebuilder that designs and builds single and attached homes catering to upper-income buyers.
- In fiscal 1999, Toll Brothers delivered 3,555 homes in 183 communities and had a backlog of 2,381 homes worth $1.067 billion at year-end.
- Toll Brothers operates in 18 states across 6 regions and offers homes priced between $127,000-$1,073,000, with an average base price of $421,000 for detached homes and $339,000 for attached homes.
This document is Toll Brothers Inc.'s Form 10-Q filing for the quarterly period ended July 31, 2000. It provides condensed financial statements and notes for the periods ended July 31, 2000 and 1999 including the balance sheet, income statement, and cash flow statement. Key details include revenues of $1.2 billion for the nine months ended July 31, 2000 compared to $1 billion for the same period in 1999. Net income was $87.6 million for the nine months of 2000 compared to $68.1 million in 1999.
This document is Toll Brothers' annual report filed with the SEC on Form 10-K. It summarizes Toll Brothers' business, including that they design and build single-family homes targeted towards middle to upper-income buyers. They operate in 21 states across the US. In fiscal year 2003, they delivered 4,911 homes from 213 communities. They had a backlog of $2.64 billion at the end of fiscal year 2003. The report provides an overview of their operations, communities, home prices, backlog, awards, and recent acquisitions.
This annual report summarizes Toll Brothers' strong financial performance in 1999, highlighting record earnings, revenues, backlog, and contracts. It discusses the company's growth strategies, including opportunistic land acquisitions, expanding into new markets and product lines, leveraging technology, and aligning its financial structure to support growth. The report expresses confidence that demographic trends will continue fueling demand for luxury homes.
The document is Toll Brothers Inc.'s quarterly report filed with the SEC for the quarter ended April 30, 2003. It summarizes Toll Brothers' financial position, including an increase in inventory and cash and cash equivalents compared to the prior fiscal year end. It also reports Toll Brothers' results of operations for the quarter, including housing and land sales revenues and net income. Finally, it provides a condensed consolidated statement of cash flows for the quarter showing cash used in operating activities, financing activities including new debt issuances, and an overall increase in cash and cash equivalents for the period.
- International Paper Company filed a Form 10-Q for the quarterly period ended September 30, 2001 with the SEC through R.S. Rosenbaum & Co.
- The document includes International Paper's consolidated statement of earnings, balance sheet, cash flows, and notes to the financial statements for Q3 2001.
- It summarizes International Paper's financial performance, including a net loss of $275 million for Q3 2001 compared to net earnings of $175 million for the same period in 2000.
- Clear Channel Communications reported a 6.6% increase in second quarter revenues to $2.32 billion compared to the same period last year. Net earnings were $251.3 million, up slightly from $238 million last year.
- On a pro forma basis, which adjusts for acquisitions and exchange rates, second quarter revenues were flat at $2.24 billion while EBITDA declined 1.5% to $622.9 million.
- Radio revenues declined 2.1% on a reported basis and 2.6% on a pro forma basis due to weakness in local advertising, small markets, syndication and non-traditional revenues. Outdoor revenues rose 20.1% due to acqu
Clear Channel Communications reported financial results for the third quarter of 2003. Revenue increased 9% to $2.54 billion compared to $2.34 billion in the third quarter of 2002. Net earnings were $636.0 million or $1.03 per diluted share. EBITDA increased 7% to $657.8 million. Excluding certain one-time gains and losses, earnings per share increased 12% compared to the third quarter of 2002. The company's divisions performed well, with revenue increases in Outdoor and Entertainment advertising.
The Goodyear Tire & Rubber Company filed a Form 12b-25 to notify that it would be unable to file its annual report (Form 10-K) for the fiscal year ending December 31, 2003 by the required deadline. The filing delay is due to an ongoing investigation into potential improper accounting in its European and other overseas operations. Goodyear also identified adjustments unrelated to the investigation that are expected to reduce previously reported earnings and equity. As a result of the ongoing investigation and adjustments, Goodyear has not completed its 2003 financial statements and cannot reasonably estimate its 2003 results of operations at this time.
This document is an amendment to a previously filed 10-K form submitted by Duke Energy Holding Corp. to the SEC on March 22, 2007. It includes additional audited financial statements for DCP Midstream, LLC (formerly Duke Energy Field Services, LLC) as required by Rule 3-09 of Regulation S-X. The amendment provides DCP Midstream's balance sheets, statements of operations and comprehensive income, cash flows, and notes to the financial statements. It also includes signatures from Duke Energy executives and consent from an independent auditor.
The Goodyear Tire & Rubber Company filed a Form 12b-25 notification of late filing for its quarterly report on Form 10-Q for the period ending March 31, 2004. Goodyear had previously filed a 12b-25 for its 2003 Form 10-K and does not expect to file the 10-Q within the 5 day extension period. Goodyear expects to file the 10-Q by mid-June and will need to discuss extending filing deadlines with lenders to avoid potential defaults under its credit facilities. Preliminary results suggest an improvement in operating income compared to the first quarter of 2003 but final results are not yet available.
This document is Winn-Dixie Stores, Inc.'s annual report on Form 10-K for the fiscal year ended June 28, 2006. It provides information on Winn-Dixie's business operations, legal proceedings, financial results, executive officers, ownership, and accounting practices. Notably, it discusses that Winn-Dixie filed for Chapter 11 bankruptcy protection in February 2005 and has since closed over 350 stores while restructuring its operations and debts.
This document is Winn-Dixie Stores, Inc.'s annual report on Form 10-K for the fiscal year ended June 28, 2006. It provides information on Winn-Dixie's business, legal proceedings, risks, financial statements, executive compensation, and other disclosures required by the SEC. The report states that as of August 23, 2006, Winn-Dixie had over 141 million shares of common stock outstanding and that the aggregate market value of shares held by non-affiliates was approximately $70.7 million as of January 11, 2006. It also contains forward-looking statements and cautions readers that the company's actual results could differ materially from these statements.
This document provides information about Pilgrim's Pride Corporation's 2004 annual financial review, including details about its annual shareholder meeting, independent auditors, corporate office, stock exchange listings, and number of shareholders. It also lists the company's website and national sales office locations.
This document provides corporate and shareholder information for Pilgrim's Pride Corporation's 2004 financial review. It includes details about the annual shareholder meeting, independent auditors, corporate office locations, stock exchange listings, number of shareholders, and contact information for investor relations. It also lists the forms filed with the SEC, including the annual Form 10-K, and provides an explanatory note regarding amendments made to the original Form 10-K filing.
This document is a table of contents for an SEC Form 10-K/A annual report filed by Reliance Steel & Aluminum Co. It includes an explanatory note indicating this is an amendment being filed to remove a reference to a third-party valuation specialist from the notes to the financial statements. The table of contents lists various sections that will be included in the report such as financial statements, controls and procedures disclosures, exhibits, and signatures.
This document is Dover Corporation's annual report (Form 10-K) filed with the SEC for the fiscal year ending December 31, 2006. It provides an overview of Dover's business operations, reporting segments, management structure, acquisition strategy, and key financial data for fiscal year 2006. Dover operates through six business segments that manufacture specialized industrial products and equipment. It pursues a decentralized management approach and acquisition strategy focused on niche market leaders.
This document is Lexmark International's annual report on Form 10-K for the fiscal year ending December 31, 2003 filed with the Securities and Exchange Commission. It provides an overview of Lexmark's business including that it is a leading developer and supplier of printing solutions for offices and homes. Approximately half of Lexmark's revenue comes from international sales. The document discusses Lexmark's strategies, the printing hardware and supplies market, and risks related to currency exchange rates.
This document is an SEC Form 10-K/A filing by Calpine Corporation for the fiscal year ending December 31, 2003. It provides amendments to Calpine's previous annual report filing. The amendments include revised and expanded disclosures related to Calpine's oil and gas operations in items 1, 2, 8, and 15 of the filing. The amendments were filed in connection with the SEC's review of a Calpine registration statement.
This document is an SEC Form 10-K/A annual report filed by Calpine Corporation. It provides amendments to Calpine's original Form 10-K annual report for the fiscal year ending December 31, 2003. The amendments include revised and expanded disclosures related to Calpine's oil and gas operations in Items 1, 2, 8, and 15 of the filing. The amendments were filed in connection with the SEC's review of a Calpine registration statement and incorporate disclosures requested by the SEC regarding Calpine's oil and gas business.
This document is Toll Brothers' quarterly report filed with the SEC for the period ended July 31, 2004. It includes condensed consolidated financial statements such as the balance sheet, income statement, and cash flow statement. It also provides notes to the financial statements and disclosures on forward-looking statements, accounting policies, and subsequent events. The financial statements show that for the nine months ended July 31, 2004, Toll Brothers increased its revenues over the same period the prior year and reported net income of $228.5 million.
This document is a quarterly report filed with the SEC by Toll Brothers, Inc. for the quarter ending January 31, 2008. It includes:
- Condensed consolidated balance sheets showing the company's assets (including cash, inventory, and investments) and liabilities (including loans, notes, and accounts payable) as of January 31, 2008 and October 31, 2007.
- A statement indicating that the information contained in this report is the same as that presented on a February 27, 2008 earnings call and that no additional confirmation or updating of the information is being provided in this Form 10-Q filing.
- Toll Brothers is a publicly traded homebuilder that designs and builds single and attached homes catering to upper-income buyers.
- In fiscal 1999, Toll Brothers delivered 3,555 homes in 183 communities and had a backlog of 2,381 homes worth $1.067 billion at year-end.
- Toll Brothers operates in 18 states across 6 regions and offers homes priced between $127,000-$1,073,000, with an average base price of $421,000 for detached homes and $339,000 for attached homes.
This document is Toll Brothers Inc.'s Form 10-Q filing for the quarterly period ended July 31, 2000. It provides condensed financial statements and notes for the periods ended July 31, 2000 and 1999 including the balance sheet, income statement, and cash flow statement. Key details include revenues of $1.2 billion for the nine months ended July 31, 2000 compared to $1 billion for the same period in 1999. Net income was $87.6 million for the nine months of 2000 compared to $68.1 million in 1999.
This document is Toll Brothers' annual report filed with the SEC on Form 10-K. It summarizes Toll Brothers' business, including that they design and build single-family homes targeted towards middle to upper-income buyers. They operate in 21 states across the US. In fiscal year 2003, they delivered 4,911 homes from 213 communities. They had a backlog of $2.64 billion at the end of fiscal year 2003. The report provides an overview of their operations, communities, home prices, backlog, awards, and recent acquisitions.
This annual report summarizes Toll Brothers' strong financial performance in 1999, highlighting record earnings, revenues, backlog, and contracts. It discusses the company's growth strategies, including opportunistic land acquisitions, expanding into new markets and product lines, leveraging technology, and aligning its financial structure to support growth. The report expresses confidence that demographic trends will continue fueling demand for luxury homes.
The document is Toll Brothers Inc.'s quarterly report filed with the SEC for the quarter ended April 30, 2003. It summarizes Toll Brothers' financial position, including an increase in inventory and cash and cash equivalents compared to the prior fiscal year end. It also reports Toll Brothers' results of operations for the quarter, including housing and land sales revenues and net income. Finally, it provides a condensed consolidated statement of cash flows for the quarter showing cash used in operating activities, financing activities including new debt issuances, and an overall increase in cash and cash equivalents for the period.
- International Paper Company filed a Form 10-Q for the quarterly period ended September 30, 2001 with the SEC through R.S. Rosenbaum & Co.
- The document includes International Paper's consolidated statement of earnings, balance sheet, cash flows, and notes to the financial statements for Q3 2001.
- It summarizes International Paper's financial performance, including a net loss of $275 million for Q3 2001 compared to net earnings of $175 million for the same period in 2000.
- Clear Channel Communications reported a 6.6% increase in second quarter revenues to $2.32 billion compared to the same period last year. Net earnings were $251.3 million, up slightly from $238 million last year.
- On a pro forma basis, which adjusts for acquisitions and exchange rates, second quarter revenues were flat at $2.24 billion while EBITDA declined 1.5% to $622.9 million.
- Radio revenues declined 2.1% on a reported basis and 2.6% on a pro forma basis due to weakness in local advertising, small markets, syndication and non-traditional revenues. Outdoor revenues rose 20.1% due to acqu
Clear Channel Communications reported financial results for the third quarter of 2003. Revenue increased 9% to $2.54 billion compared to $2.34 billion in the third quarter of 2002. Net earnings were $636.0 million or $1.03 per diluted share. EBITDA increased 7% to $657.8 million. Excluding certain one-time gains and losses, earnings per share increased 12% compared to the third quarter of 2002. The company's divisions performed well, with revenue increases in Outdoor and Entertainment advertising.
The Goodyear Tire & Rubber Company filed a Form 12b-25 to notify that it would be unable to file its annual report (Form 10-K) for the fiscal year ending December 31, 2003 by the required deadline. The filing delay is due to an ongoing investigation into potential improper accounting in its European and other overseas operations. Goodyear also identified adjustments unrelated to the investigation that are expected to reduce previously reported earnings and equity. As a result of the ongoing investigation and adjustments, Goodyear has not completed its 2003 financial statements and cannot reasonably estimate its 2003 results of operations at this time.
This document is an amendment to a previously filed 10-K form submitted by Duke Energy Holding Corp. to the SEC on March 22, 2007. It includes additional audited financial statements for DCP Midstream, LLC (formerly Duke Energy Field Services, LLC) as required by Rule 3-09 of Regulation S-X. The amendment provides DCP Midstream's balance sheets, statements of operations and comprehensive income, cash flows, and notes to the financial statements. It also includes signatures from Duke Energy executives and consent from an independent auditor.
The Goodyear Tire & Rubber Company filed a Form 12b-25 notification of late filing for its quarterly report on Form 10-Q for the period ending March 31, 2004. Goodyear had previously filed a 12b-25 for its 2003 Form 10-K and does not expect to file the 10-Q within the 5 day extension period. Goodyear expects to file the 10-Q by mid-June and will need to discuss extending filing deadlines with lenders to avoid potential defaults under its credit facilities. Preliminary results suggest an improvement in operating income compared to the first quarter of 2003 but final results are not yet available.
This document is Winn-Dixie Stores, Inc.'s annual report on Form 10-K for the fiscal year ended June 28, 2006. It provides information on Winn-Dixie's business operations, legal proceedings, financial results, executive officers, ownership, and accounting practices. Notably, it discusses that Winn-Dixie filed for Chapter 11 bankruptcy protection in February 2005 and has since closed over 350 stores while restructuring its operations and debts.
This document is Winn-Dixie Stores, Inc.'s annual report on Form 10-K for the fiscal year ended June 28, 2006. It provides information on Winn-Dixie's business, legal proceedings, risks, financial statements, executive compensation, and other disclosures required by the SEC. The report states that as of August 23, 2006, Winn-Dixie had over 141 million shares of common stock outstanding and that the aggregate market value of shares held by non-affiliates was approximately $70.7 million as of January 11, 2006. It also contains forward-looking statements and cautions readers that the company's actual results could differ materially from these statements.
This document provides information about Pilgrim's Pride Corporation's 2004 annual financial review, including details about its annual shareholder meeting, independent auditors, corporate office, stock exchange listings, and number of shareholders. It also lists the company's website and national sales office locations.
This document provides corporate and shareholder information for Pilgrim's Pride Corporation's 2004 financial review. It includes details about the annual shareholder meeting, independent auditors, corporate office locations, stock exchange listings, number of shareholders, and contact information for investor relations. It also lists the forms filed with the SEC, including the annual Form 10-K, and provides an explanatory note regarding amendments made to the original Form 10-K filing.
This document is a table of contents for an SEC Form 10-K/A annual report filed by Reliance Steel & Aluminum Co. It includes an explanatory note indicating this is an amendment being filed to remove a reference to a third-party valuation specialist from the notes to the financial statements. The table of contents lists various sections that will be included in the report such as financial statements, controls and procedures disclosures, exhibits, and signatures.
This document is Dover Corporation's annual report (Form 10-K) filed with the SEC for the fiscal year ending December 31, 2006. It provides an overview of Dover's business operations, reporting segments, management structure, acquisition strategy, and key financial data for fiscal year 2006. Dover operates through six business segments that manufacture specialized industrial products and equipment. It pursues a decentralized management approach and acquisition strategy focused on niche market leaders.
This document is Lexmark International's annual report on Form 10-K for the fiscal year ending December 31, 2003 filed with the Securities and Exchange Commission. It provides an overview of Lexmark's business including that it is a leading developer and supplier of printing solutions for offices and homes. Approximately half of Lexmark's revenue comes from international sales. The document discusses Lexmark's strategies, the printing hardware and supplies market, and risks related to currency exchange rates.
This document is an SEC Form 10-K/A filing by Calpine Corporation for the fiscal year ending December 31, 2003. It provides amendments to Calpine's previous annual report filing. The amendments include revised and expanded disclosures related to Calpine's oil and gas operations in items 1, 2, 8, and 15 of the filing. The amendments were filed in connection with the SEC's review of a Calpine registration statement.
This document is an SEC Form 10-K/A annual report filed by Calpine Corporation. It provides amendments to Calpine's original Form 10-K annual report for the fiscal year ending December 31, 2003. The amendments include revised and expanded disclosures related to Calpine's oil and gas operations in Items 1, 2, 8, and 15 of the filing. The amendments were filed in connection with the SEC's review of a Calpine registration statement and incorporate disclosures requested by the SEC regarding Calpine's oil and gas business.
Masco Corporation filed its annual report on Form 10-K with the SEC for the fiscal year ended December 31, 2002. The report provides an overview of Masco's five business segments which are involved in manufacturing and selling home improvement and building products. Masco acquired several businesses in 2002, most notably Service Partners LLC, a distributor and installer of insulation and other building products. The report also discusses the markets, competitors, and products for each of Masco's business segments.
The document is a Form 10-KSB annual report filed with the SEC by Biogold Fuels Corporation. It summarizes Biogold's acquisition of Full Circle Industries through a merger in April 2007, and Cab-tive Advertising through a merger in October 2007. The purpose of the mergers was to obtain assistance from shareholders in raising capital for Biogold's business and to allow public trading of its securities on the over-the-counter bulletin board to increase liquidity and fundraising ability. The report provides details on the share exchanges and ownership that resulted from the mergers.
pilgrim's pride E6F8E5CC-96EB-4461-AC0C-CA7478A47A6C_PILGRIMSPRIDECO10KAfinance30
This document is an amendment to Pilgrim's Pride Corporation's annual report on Form 10-K for the 2008 fiscal year. It includes additional information required for items 10-14 of Part III, including details on directors, executive officers, executive compensation, security ownership, related party transactions, and accounting fees. The amendment was filed to incorporate this information by reference since the company's definitive proxy statement will not be filed within 120 days of the fiscal year end.
pilgrim's pride E6F8E5CC-96EB-4461-AC0C-CA7478A47A6C_PILGRIMSPRIDECO10KAfinance30
This document is an amendment to Pilgrim's Pride Corporation's annual report on Form 10-K for the 2008 fiscal year. It includes additional information required for Items 10-14 of Form 10-K, which were not included in the original filing. It discloses that the company's CEO and COO resigned in December 2008 and a new CEO was appointed. It also provides information on the company's board of directors and executive officers as required.
Craftmade International Inc. filed its annual report on Form 10-K for the fiscal year ended June 30, 2009. The report discusses the company's two segments - Specialty and Mass - which have been impacted by the economic downturn and decline in housing. In January 2008, the company acquired certain assets of Woodard, LLC, expanding its outdoor furniture offerings. Lowe's remains its largest customer although there are no long-term contracts. The report provides an overview of the company's business operations and financial information.
The interim report summarizes the company's financial performance in the first half of 2008. Key points include record profitability with an operating margin of 16.6% and net margin of 12.1%. Vehicle and service sales grew 15% and 30% respectively. Earnings per share increased 36% to SEK 12.52. The outlook predicts earnings in 2008 will be higher than 2007 due to continued strong demand outside of Europe.
1) Scania reported record earnings in the first half of 2008, with operating margin reaching 16.6% and net margin at 12.1%.
2) Scania is pursuing profitable growth through increasing vehicle and service sales. Revenue grew 15% while EBIT grew 30% in the first half of 2008.
3) Scania's vision is to reach annual production of 150,000 vehicles while maintaining a flexible cost structure and focus on customer productivity and uptime.
The interim report summarizes the company's performance in the first three quarters of 2008. Key highlights include operating margins reaching an all-time high of 15.8% and EBIT growth of 25%. Revenue and profitability increased due to higher vehicle and service volumes, price increases, and favorable product mix. However, order bookings for trucks have declined 51% in Western Europe and 34% in Central and Eastern Europe. While flexible production has helped, earnings forecasts for 2009 are not provided due to economic uncertainty. The service business continues growing with increased traffic and workshop utilization.
HQ Bank has experienced volume driven growth in its credit portfolio over the past 9 months of 2008. While the portfolio increased 8% in local currencies, bad debt provisions increased in several markets. The bank has a well balanced portfolio that is diversified across exposure levels, geographic areas, and products. It maintains a conservative refinancing policy and manages risks through matched funding and credit risk management.
1) Scania reported all-time high earnings in 2008 with operating income of SEK 12,512 million. However, deliveries declined 18% in Q4 as the company adjusted production rates due to decreased demand in Europe.
2) While the trucks and services segment grew profits through price increases, this was partially offset by negative impacts from lower deliveries, used vehicles, raw materials, and R&D spending.
3) Scania's flexible production system and focus on reducing inventory and postponing investments helped cash flow, but tied up capital increased with capacity investments. Outlook remains uncertain given rapid demand fall in Q4 2008 and high industry inventory levels.
The interim report summarizes the company's performance in the first three quarters of 2008. Key highlights include operating margins reaching an all-time high of 15.8% and EBIT growth of 25%. Vehicle deliveries increased 4% while service revenue grew due to the large installed base of vehicles. The outlook acknowledges earnings will be higher in 2008 than 2007 but provides no forecast for 2009 due to uncertainty.
- Scania's operating margin and net margin increased in the first nine months of 2008 compared to the same period in 2007. Net sales rose 11% while order bookings declined 29% due to lower demand in Europe.
- Earnings per share increased and the forecast for higher full-year 2008 earnings remains unchanged. However, due to lower order bookings and higher inventories, Scania will adjust production rates.
- Service revenue continued to show strong growth of 8%, while trucks deliveries increased 4% and various restructuring efforts are expected to generate annual cost savings of SEK 300 million from 2009.
1) Scania reported all-time high earnings in 2008 with operating income of SEK 12,512 million. However, deliveries declined 18% in Q4 as the company adjusted production rates due to decreased demand in Europe.
2) While the trucks and services segment grew profits through price increases, this was partially offset by negative impacts from lower deliveries, used vehicles, raw materials, and R&D spending.
3) Scania's flexible production system and focus on reducing inventory and postponing investments helped cash flow, but tied up capital increased with capacity investments. Outlook for 2009 is uncertain due to rapid demand fall in Q4 and high industry inventory levels.
This document is Scania's annual report for 2008. It discusses Scania's vision to be a leading company in its industry by creating value for customers, employees, shareholders, and society. The report outlines Scania's mission to supply high-quality vehicles and services for transporting goods and passengers in a sustainable way. It provides an overview of Scania's operations in trucks, buses, coaches, engines, and financial services. The financial reports indicate that Scania delivered 66,516 trucks, 7,277 buses and coaches, and 6,671 engines in 2008.
Our Chief Executive Officer is required to annually certify to the New York Stock Exchange that the company is in compliance with NYSE corporate governance listing standards or note any violations. On June 6, 2007, our Chief Executive Officer submitted this unqualified certification, indicating the company was in full compliance with NYSE standards as of that date.
Our Chief Executive Officer is required to annually certify to the New York Stock Exchange that the company is in compliance with NYSE corporate governance listing standards, though he may qualify the certification if needed. On June 6, 2007, our Chief Executive Officer submitted the certification with no qualification, indicating full compliance with NYSE standards as of that date.
The document outlines the corporate governance guidelines of Perini Corporation. It discusses (1) the composition and responsibilities of the Board of Directors, including director qualifications and independence, (2) the roles and responsibilities of Board committees, and (3) policies regarding Board performance evaluation, director orientation, management succession planning, and the company's code of business conduct. The guidelines are intended to assist the Board in exercising its duties to stakeholders.
The document outlines the corporate governance guidelines of Perini Corporation. It discusses (1) the composition and responsibilities of the Board of Directors, including director qualifications and independence, (2) the roles and responsibilities of Board committees, and (3) policies regarding Board performance evaluation, director orientation, management succession planning, and the company's code of business conduct. The guidelines are intended to assist the Board in exercising its duties to stakeholders.
The Perini Corporation Code of Business Conduct and Ethics outlines guidelines for ethical behavior. It applies to all directors, officers, and employees. The code establishes rules regarding conflicts of interest, procurement ethics, accounting practices, use of company property, environmental compliance, and insider trading. Any violations of the code are taken seriously and can result in disciplinary action up to dismissal.
The Perini Corporation Code of Business Conduct and Ethics outlines guidelines for ethical behavior. It applies to all directors, officers, and employees. The code establishes rules regarding conflicts of interest, procurement ethics, accounting practices, use of company property, environmental compliance, and insider trading. Any violations of the code are taken seriously and can result in disciplinary action up to dismissal.
The document outlines the Corporate Governance and Nominating Committee Charter for Perini Corporation. The purpose of the committee is to identify and evaluate potential board candidates and lead corporate governance efforts. The committee must consist of at least two independent directors appointed by the board. It has authority to retain outside advisors and meet at least twice per year. Regarding nominations, the committee evaluates candidates, recommends nominees, and assesses board independence. For corporate governance, the committee develops guidelines, reviews committee performance, and recommends criteria for director tenure.
The document is the Compensation Committee Charter for Perini Corporation. It outlines the committee's purpose of ensuring compensation programs attract and retain employees while representing fair value for shareholders. It details the committee's composition, duties, and responsibilities which include annually reviewing executive compensation programs, recommending director and CEO compensation, overseeing incentive plans, and preparing required compensation disclosures.
5 Tips for Creating Standard Financial ReportsEasyReports
Well-crafted financial reports serve as vital tools for decision-making and transparency within an organization. By following the undermentioned tips, you can create standardized financial reports that effectively communicate your company's financial health and performance to stakeholders.
Falcon stands out as a top-tier P2P Invoice Discounting platform in India, bridging esteemed blue-chip companies and eager investors. Our goal is to transform the investment landscape in India by establishing a comprehensive destination for borrowers and investors with diverse profiles and needs, all while minimizing risk. What sets Falcon apart is the elimination of intermediaries such as commercial banks and depository institutions, allowing investors to enjoy higher yields.
In a tight labour market, job-seekers gain bargaining power and leverage it into greater job quality—at least, that’s the conventional wisdom.
Michael, LMIC Economist, presented findings that reveal a weakened relationship between labour market tightness and job quality indicators following the pandemic. Labour market tightness coincided with growth in real wages for only a portion of workers: those in low-wage jobs requiring little education. Several factors—including labour market composition, worker and employer behaviour, and labour market practices—have contributed to the absence of worker benefits. These will be investigated further in future work.
Seminar: Gender Board Diversity through Ownership NetworksGRAPE
Seminar on gender diversity spillovers through ownership networks at FAME|GRAPE. Presenting novel research. Studies in economics and management using econometrics methods.
Abhay Bhutada, the Managing Director of Poonawalla Fincorp Limited, is an accomplished leader with over 15 years of experience in commercial and retail lending. A Qualified Chartered Accountant, he has been pivotal in leveraging technology to enhance financial services. Starting his career at Bank of India, he later founded TAB Capital Limited and co-founded Poonawalla Finance Private Limited, emphasizing digital lending. Under his leadership, Poonawalla Fincorp achieved a 'AAA' credit rating, integrating acquisitions and emphasizing corporate governance. Actively involved in industry forums and CSR initiatives, Abhay has been recognized with awards like "Young Entrepreneur of India 2017" and "40 under 40 Most Influential Leader for 2020-21." Personally, he values mindfulness, enjoys gardening, yoga, and sees every day as an opportunity for growth and improvement.
Vicinity Jobs’ data includes more than three million 2023 OJPs and thousands of skills. Most skills appear in less than 0.02% of job postings, so most postings rely on a small subset of commonly used terms, like teamwork.
Laura Adkins-Hackett, Economist, LMIC, and Sukriti Trehan, Data Scientist, LMIC, presented their research exploring trends in the skills listed in OJPs to develop a deeper understanding of in-demand skills. This research project uses pointwise mutual information and other methods to extract more information about common skills from the relationships between skills, occupations and regions.
"Does Foreign Direct Investment Negatively Affect Preservation of Culture in the Global South? Case Studies in Thailand and Cambodia."
Do elements of globalization, such as Foreign Direct Investment (FDI), negatively affect the ability of countries in the Global South to preserve their culture? This research aims to answer this question by employing a cross-sectional comparative case study analysis utilizing methods of difference. Thailand and Cambodia are compared as they are in the same region and have a similar culture. The metric of difference between Thailand and Cambodia is their ability to preserve their culture. This ability is operationalized by their respective attitudes towards FDI; Thailand imposes stringent regulations and limitations on FDI while Cambodia does not hesitate to accept most FDI and imposes fewer limitations. The evidence from this study suggests that FDI from globally influential countries with high gross domestic products (GDPs) (e.g. China, U.S.) challenges the ability of countries with lower GDPs (e.g. Cambodia) to protect their culture. Furthermore, the ability, or lack thereof, of the receiving countries to protect their culture is amplified by the existence and implementation of restrictive FDI policies imposed by their governments.
My study abroad in Bali, Indonesia, inspired this research topic as I noticed how globalization is changing the culture of its people. I learned their language and way of life which helped me understand the beauty and importance of cultural preservation. I believe we could all benefit from learning new perspectives as they could help us ideate solutions to contemporary issues and empathize with others.
1. St Ives Burrups Job No. 320173 H:Edgar_II320173p320173.sif, 1
TOLL BROTHERS, INC. -- FORM TYPE 10-K/A Output Date: 09/05/2002 Time: 20:48:16
Filename: p320173.sif
Type:
Comment/Description:
(this header is not part of the document)
<SUBMISSION-INFORMATION-FILE>
<TYPE> 10-K/A </TYPE>
<CONFIRMING-COPY> NO </CONFIRMING-COPY>
<SROS> NONE </SROS>
<FILER>
<FILER-CIK> 0000794170 </FILER-CIK>
<FILER-CCC> 5nawwwe$ </FILER-CCC>
</FILER>
<SUBMISSION-CONTACT>
<CONTACT-NAME> FINANCIAL PRODUCTION </CONTACT-NAME>
<CONTACT-PHONE> 215-563-9000 </CONTACT-PHONE>
</SUBMISSION-CONTACT>
<NOTIFY-INTERNET> philacsr@st-ives.com </NOTIFY-INTERNET>
<RETURN-COPY> NO </RETURN-COPY>
<PERIOD> 10-31-2001 </PERIOD>
</SUBMISSION-INFORMATION-FILE>
2. St Ives Burrups Job No. 320173 H:Edgar_II320173ten-ka.txt, 2
TOLL BROTHERS, INC. -- FORM TYPE 10-K/A Output Date: 09/06/2002 Time: 12:15:18
Filename: ten-ka.txt
Type: 10-K/A
Comment/Description: FORM 10-K/A
(this header is not part of the document)
3. St Ives Burrups Job No. 320173 H:Edgar_II320173ten-ka.txt, 3
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<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K/A
Amendment No. 1
FOR ANNUAL AND TRANSITION REPORTS
PURSUANT TO SECTIONS 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
<TABLE>
<CAPTION>
<S> <C>
(Mark One)
(X) ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended October 31, 2001
---------------------------------------------------------
OR
() TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
-------------- ------------
</TABLE>
Commission File Number: 1-9186
------
TOLL BROTHERS, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
Delaware 23-2416878
------------------------------------ -----------------------------------
(State of Incorporation) (IRS Employer Identification No.)
3103 Philmont Avenue, Huntingdon Valley, Pennsylvania 19006-4298
----------------------------------------------------------------
(Address of principal executive offices and zip code)
Registrant's telephone number, including area code (215) 938-8000
--------------
Securities registered pursuant to Section 12(b) of the Act:
Title of each class Name of each exchange on which registered
----------------------------- --------------------------------------------
Common Stock (par value $.01)* New York Stock Exchange and Pacific Exchange
* Includes associated Right to Purchase Series A Junior Participating
Preferred Stock.
Securities registered pursuant to Section 12(g) of the Act: None.
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 __X__ No_____
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K. __X__
As of December 31, 2001, the aggregate market value of the Common Stock held by
non-affiliates (all persons other than executive officers and directors of
Registrant) of the Registrant was approximately $1,080,240,000.
As of December 31, 2001, there were 34,918,349 shares of Common Stock
outstanding.
Documents Incorporated by Reference: Portions of the proxy statement of Toll
Brothers, Inc. with respect to the 2002 Annual Meeting of Shareholders,
scheduled to be held on March 21, 2002, are incorporated by reference into Items
10, 12 and 13 hereof.
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<PAGE>
TOLL BROTHERS 10-K AMENDMENTS
EXPLANATION: Toll Brothers, Inc. (the quot;Companyquot;) is filing this Amendment No. 1
to its Annual Report on Form 10-K for the fiscal year ended October 31, 2001
(the quot;Reportquot;) solely for the limited purposes of:
(a) Correcting typographical errors that appeared in Item 8 of the
Report as originally filed. These corrections have been made
under the caption quot;Descriptionquot; in Schedule II -- Valuation
and Qualifying Accounts. The last two references to the year
1999 have been changed to refer to the year 2000 and 2001,
respectively.
(b) Adding disclosure of the value of perquisites received by
Robert I. Toll, which were inadvertently omitted from the
original filing ($87,400 for fiscal 2001; $73,400 for fiscal
2000 and $69,400 for fiscal 1999). This amendment to Item 11
of the original Report has been made by adding a column,
quot;Other Annual Compensation,quot; in the Summary Compensation Table
of the Company's proxy statement dated February 11, 2002,
which was incorporated by reference into Item 11 of the
original Report.
(c) Adding disclosure of the value of compensation received by
Bruce E. Toll in fiscal 2001, which was inadvertently omitted
from the original filing. This amendment to Item 11 of the
original Report has been made by disclosing the specific
amount ($7,078) paid in fiscal 2001 for Bruce E. Toll's health
insurance under the agreement described in Item 11, and to
include the value ($63,800) of additional compensation
received by him, under the heading quot;Compensation of Directorsquot;
in the Company's proxy statement referenced above.
Applicable rules require the restatement of the entire Items 8 and 11 upon
amendment.
-1-
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<PAGE>
Item 8. Financial Statements and Supplementary Data
REPORT OF INDEPENDENT AUDITORS
The Board of Directors and Shareholders
Toll Brothers, Inc.
We have audited the accompanying consolidated balance sheets of Toll Brothers,
Inc. and subsidiaries as of October 31, 2001 and 2000, and the related
consolidated statements of income and cash flows for each of the three years in
the period ended October 31, 2001. Our audits also included the financial
statement schedule listed in the Index at item 14(a). These financial statements
and schedule are the responsibility of the Company's management. Our
responsibility is to express an opinion on these financial statements and
schedule based on our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements are free
of material misstatement. An audit includes examining, on a test basis, evidence
supporting the amounts and disclosures in the financial statements. An audit
also includes assessing the accounting principles used and significant estimates
made by management, as well as evaluating the overall financial statement
presentation. We believe that our audits provide a reasonable basis for our
opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the consolidated financial position of Toll Brothers,
Inc. and subsidiaries at October 31, 2001 and 2000, and the consolidated results
of their operations and their cash flows for each of the three years in the
period ended October 31, 2001, in conformity with accounting principles
generally accepted in the United States. Also, in our opinion, the related
financial statement schedule, when considered in relation to the basic financial
statements taken as a whole, presents fairly in all material respects the
information set forth therein.
/s/ Ernst & Young LLP
---------------------
Philadelphia, Pennsylvania
December 11, 2001
-2-
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<PAGE>
CONSOLIDATED STATEMENT OF INCOME
(Amounts in thousands, except per share data)
Year ended October 31,
----------------------------------------
2001 2000 1999
---------- ---------- -----------
Revenues
Home sales $2,180,469 $1,762,930 $1,438,171
Land sales 27,530 38,730 17,345
Equity earnings in
unconsolidated joint ventures 6,756 3,250
Interest and other 14,850 9,452 8,599
---------- ---------- ----------
2,229,605 1,814,362 1,464,115
---------- ---------- ----------
Costs and expenses
Home sales 1,602,276 1,337,060 1,117,872
Land sales 21,464 29,809 13,375
Selling, general and
administrative 209,729 170,358 130,213
Interest 58,247 46,169 39,905
---------- ---------- ----------
1,891,716 1,583,396 1,301,365
---------- ---------- ----------
Income before income taxes and
extraordinary loss 337,889 230,966 162,750
Income taxes 124,216 85,023 59,723
---------- ---------- ----------
Income before extraordinary loss 213,673 145,943 103,027
Extraordinary loss (1,461)
---------- ---------- ----------
Net income $ 213,673 $ 145,943 $ 101,566
========== ========== ==========
Earnings per share
Basic:
Income before extraordinary loss $ 5.96 $ 4.02 $ 2.81
Extraordinary loss (0.04)
---------- ---------- ----------
Net income $ 5.96 $ 4.02 $ 2.77
========== ========== ==========
Diluted:
Income before extraordinary loss $ 5.52 $ 3.90 $ 2.75
Extraordinary loss (0.04)
---------- ---------- ----------
Net income $ 5.52 $ 3.90 $ 2.71
========== ========== ==========
Weighted average number of shares:
Basic 35,835 36,269 36,689
Diluted 38,683 37,413 37,436
See accompanying notes.
-3-
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<PAGE>
CONSOLIDATED BALANCE SHEET
(Amounts in thousands)
October 31
-------------------------
2001 2000
---------- ----------
ASSETS
Cash and cash equivalents $ 182,840 $ 161,860
Inventory 2,183,541 1,712,383
Property, construction and office
equipment, net 33,095 24,075
Receivables, prepaid expenses and
other assets 118,542 113,025
Investments in unconsolidated entities 14,182 18,911
---------- ----------
$2,532,200 $2,030,254
========== ==========
LIABILITIES AND STOCKHOLDERS' EQUITY
Liabilities
Loans payable $ 387,466 $ 326,537
Subordinated notes 669,581 469,499
Customer deposits 101,778 104,924
Accounts payable 132,970 110,927
Accrued expenses 229,671 185,141
Income taxes payable 98,151 88,081
---------- ----------
Total liabilities 1,619,617 1,285,109
---------- ----------
Stockholders' equity
Preferred stock, none issued
Common stock, 37,014 and 37,028 shares
issued at October 31, 2001 and 2000,
respectively 369 369
Additional paid-in capital 107,014 105,454
Retained earnings 882,281 668,608
Treasury stock, at cost - 2,237 shares
and 1,133 shares at October 31,
2001 and 2000, respectively (77,081) (29,286)
---------- ----------
Total stockholders' equity 912,583 745,145
---------- ----------
$2,532,200 $2,030,254
========== ==========
See accompanying notes.
-4-
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<PAGE>
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Amounts in thousands)
<TABLE>
<CAPTION>
Year ended October 31
------------------------------
2001 2000 1999
-------- -------- --------
<S> <C> <C> <C>
Cash flow from operating activities:
Net income $213,673 $145,943 $101,566
Adjustments to reconcile net income to net
cash used in operating activities:
Depreciation and amortization 9,356 8,528 6,594
Equity earnings in unconsolidated
joint ventures (6,756) (3,250)
Extraordinary loss from
extinguishment of debt 2,318
Deferred tax provision 7,323 5,191 1,569
Changes in operating assets and liabilities,
net of assets and liabilities acquired:
Increase in inventory (443,887) (264,303) (282,764)
Origination of mortgage loans (199,102)
Sale of mortgage loans 183,449
Decrease (increase) in receivables, prepaid
expenses and other assets 10,793 (28,025) (32,524)
(Decrease) increase in customer deposits
on sales contracts (3,146) 22,429 11,557
Increase in accounts payable
and accrued expenses 71,776 71,492 62,769
Increase in current income taxes payable 8,142 25,132 8,045
-------- -------- --------
Net cash used in operating activities (148,379) (16,863) (120,870)
-------- -------- --------
Cash flow from investing activities:
Purchase of property and equipment, net (15,020) (9,415) (8,331)
Acquisition of company, net of cash acquired (11,090)
Investment in unconsolidated entities (15,193)
Distribution from unconsolidated entities 15,750 13,589
-------- -------- --------
Net cash provided by(used in)
investing activities 730 4,174 (34,614)
-------- -------- --------
Cash flow from financing activities:
Proceeds from loans payable 208,628 559,843 177,500
Principal payments of loans payable (180,094) (460,482) (187,551)
Net proceeds from issuance
senior subordinated notes 196,930 267,716
Redemption of subordinated notes (71,359)
Proceeds from stock based benefit plans 14,932 11,936 2,223
Purchase of treasury stock (71,767) (33,232) (16,704)
-------- -------- --------
Net cash provided by financing activities 168,629 78,065 171,825
-------- -------- --------
Net increase in cash and cash equivalents 20,980 65,376 16,341
Cash and cash equivalents, beginning of year 161,860 96,484 80,143
-------- -------- --------
Cash and cash equivalents, end of year $182,840 $161,860 $ 96,484
======== ======== ========
</TABLE>
See accompanying notes.
-5-
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<PAGE>
Notes to Consolidated Financial Statements
1. Significant Accounting Policies
Basis of Presentation
The accompanying consolidated financial statements include the accounts of Toll
Brothers, Inc. (the quot;Companyquot;), a Delaware corporation, and its majority-owned
subsidiaries. All significant intercompany accounts and transactions have been
eliminated. Investments in 20% to 50% owned partnerships and affiliates are
accounted for on the equity method. Investments in less than 20% owned
affiliates are accounted for on the cost method.
Use of Estimates
The preparation of financial statements in conformity with accounting principles
generally accepted in the United States requires management to make estimates
and assumptions that affect the amounts reported in the financial statements and
accompanying notes. Actual results could differ from those estimates.
Income Recognition
The Company is primarily engaged in the development, construction and sale of
residential homes. Revenue and cost of sales is recorded at the time each home
sale is closed and title and possession has been transferred to the buyer.
Closing normally occurs shortly after construction is substantially completed.
Land sales revenue and cost of sales is recorded at the time that title and
possession of the property has been transferred to the buyer.
Cash and Cash Equivalents
Liquid investments or investments with original maturities of three months or
less are classified as cash equivalents. The carrying value of these investments
approximates their fair value.
Property, Construction and Office Equipment
Property, construction and office equipment is recorded at cost and is stated
net of accumulated depreciation of $35,792,000 and $30,288,000 at October 31,
2001 and 2000, respectively. Depreciation is recorded by using the straight-line
method over the estimated useful lives of the assets.
-6-
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<PAGE>
Inventory
Inventory is stated at the lower of cost or fair value. In addition to direct
land acquisition, land development and home construction costs, costs include
interest, real estate taxes and direct overhead costs related to development and
construction, which are capitalized to inventories during the period beginning
with the commencement of development and ending with the completion of
construction.
Land, land development and related costs are amortized to the cost of homes
closed based upon the total number of homes to be constructed in each community.
Home construction and related costs are charged to the cost of homes closed
under the specific identification method.
The Company capitalizes certain project marketing costs and charges them against
income as homes are closed.
Treasury Stock
Treasury stock is recorded at cost. Issuance of treasury shares is accounted for
on a first-in, first-out basis. Differences between the cost of treasury shares
and the re-issuance proceeds are charged to additional paid-in capital.
Segment Reporting
Statement of Financial Accounting Standards (quot;SFASquot;) No. 131, quot;Disclosures about
Segments of an Enterprise and Related Information,quot; establishes standards for
the manner in which public enterprises report information about operating
segments. The Company has determined that its operations primarily involve one
reportable segment, home building.
New Accounting Pronouncement
SFAS No. 133, quot;Accounting for Derivative Instruments and for Hedging
Activities,quot; establishes accounting and reporting standards of derivative
instruments embedded in other contracts, and for hedging activities. The Company
adopted SFAS No. 133, as amended, in the first quarter of 2001. Such adoption
did not have a material impact on the Company's reported results of operations,
financial position or cash flows.
SFAS No. 142, quot;Goodwill and Other Intangible Assets,quot; provides guidance on
accounting for intangible assets and eliminates the amortization of goodwill and
certain other intangible assets. Intangible assets, including goodwill, that are
not subject to amortization are required to be tested for impairment and
possible write-down on an annual basis. The Company is required to adopt SFAS
No. 142 for its fiscal year 2003. The Company is currently reviewing the effect
of this statement on the Company's financial statements.
-7-
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<PAGE>
2. Inventory
Inventory consisted of the following (amounts in thousands):
October 31,
-------------------------
2001 2000
---------- ----------
Land and land development costs $ 833,386 $ 558,503
Construction in progress 1,145,046 992,098
Sample homes 75,723 60,511
Land deposits and costs of
future development 89,360 68,560
Deferred marketing costs 40,026 32,711
---------- ----------
$2,183,541 $1,712,383
========== ==========
Construction in progress includes the cost of homes under construction, land and
land development costs and the carrying cost of home sites that have been
substantially improved.
For the years ended October 31, 2001, 2000 and 1999, the Company provided for
inventory write-downs and the expensing of costs which it believed not to be
recoverable of $13,035,000, $7,448,000 and $5,092,000, respectively.
Interest capitalized in inventories is charged to interest expense when the
related inventory is closed. Changes in capitalized interest for the three years
ended October 31, 2001 were as follows (amounts in thousands):
2001 2000 1999
------- ------- -------
Interest capitalized,
beginning of year $78,443 $64,984 $53,966
Interest incurred 79,209 60,236 51,396
Interest expensed (58,247) (46,169) (39,905)
Write-off to cost and expenses (755) (608) (473)
------- ------- -------
Interest capitalized, end of year $98,650 $78,443 $64,984
======= ======= =======
3. Loans Payable and Subordinated Notes
Loans payable consisted of the following (amounts in thousands):
October 31
--------------------
2001 2000
-------- --------
Revolving credit facility $ 80,000 $ 80,000
Term loan due March 2002 50,000 50,000
Term loan due July 2005 192,500 170,000
Other 64,966 26,537
-------- --------
$387,466 $326,537
======== ========
The Company has a $535,000,000 unsecured revolving credit facility with 16
banks of which $445,000,000 extends through March 2006 and $90,000,000 extends
through February 2003. Interest is payable on borrowings at 0.90% above the
Eurodollar rate or at other specified variable rates as selected by the Company
from time to time. The Company fixed the interest rate on $20,000,000 of
borrowing at 6.39% until March 2002 through an interest rate swap with a bank.
Had the Company not entered into the interest rate swap, the interest
-8-
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<PAGE>
rate on this borrowing would have been 3.32% at October 31, 2001. At October 31,
2001, letters of credit and obligations under escrow agreements of approximately
$43,862,000 were outstanding. The agreement contains various covenants,
including financial covenants related to consolidated stockholders' equity,
indebtedness and inventory. The agreement requires the Company to maintain a
minimum consolidated stockholders' equity which restricts the payment of cash
dividends and the repurchase of Company stock to approximately $230,000,000 at
October 31, 2001.
The Company borrowed $50,000,000 from three banks at a fixed rate of 7.72%
repayable in March 2002. The Company has borrowed $192,500,000 from eight banks
at a weighted-average interest rate of 8.04% repayable in July 2005. Both loans
are unsecured and the agreements contain financial covenants that are less
restrictive than the covenants contained in the Company's revolving credit
agreement.
A subsidiary of the Company has a $35,000,000 line of credit with a bank to fund
mortgage originations. The line of credit is collateralized by all the assets of
the subsidiary. At October 31, 2001, the subsidiary had borrowed $24,754,000
under the line of credit and had assets of approximately $28,364,000.
At October 31, 2001, the aggregate estimated fair value of the Company's loans
payable was approximately $405,500,000. The fair value of loans was estimated
based upon the interest rates at October 31, 2001 that the Company believed were
available to it for loans with similar terms and remaining maturities.
Subordinated notes consisted of the following (amounts in thousands):
October 31
--------------------
2001 2000
-------- --------
8 3/4% Senior Subordinated Notes
due November 15, 2006 $100,000 $100,000
7 3/4% Senior Subordinated Notes
due September 15, 2007 100,000 100,000
8 1/8% Senior Subordinated Notes
due February 1, 2009 170,000 170,000
8% Senior Subordinated Notes
due May 1, 2009 100,000 100,000
8 1/4% Senior Subordinated Notes
due February 1, 2011 200,000
Bond discount (419) (501)
-------- --------
$669,581 $469,499
======== ========
All issues of senior subordinated notes are subordinated to all senior
indebtedness of the Company. The indentures restrict certain payments by the
Company including cash dividends and the repurchase of Company stock. The notes
are redeemable in whole or in part at the option of the Company at various
prices on or after the fifth anniversary of each issue's date of issuance.
At October 31, 2001, the aggregate fair value of all the outstanding
subordinated notes, based upon their indicated market prices, was approximately
$661,600,000.
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In November 2001, the Company issued $150,000,000 of 8.25% Senior Subordinated
Notes due December 2011. The notes are subordinated to all senior indebtedness
of the Company and have the same restrictions as to the payment of dividends and
the repurchase of Company stock as the other issues of the Company's
subordinated notes. The notes are redeemable in part, at the Company's option,
from the proceeds of one or more public equity offerings prior to December 1,
2004 and redeemable in whole or in part on or after December 1, 2006.
The annual aggregate maturity of the Company's loans and notes during each of
the next five fiscal years is: 2002 - $93,573,000; 2003 - $6,107,000; 2004 -
$5,671,000; 2005 - $195,811,000; and 2006 - $181,394,000.
4. Income taxes
The Company's estimated combined federal and state tax rate before providing for
the effect of permanent book-tax differences (quot;Base Ratequot;) was 37% in 2001, 2000
and 1999. The effective tax rates in 2001, 2000, and 1999 were 36.8%, 36.8% and
36.7%, respectively. The primary difference between the Company's Base Rate and
effective tax rate was tax-free income.
The provision for income taxes for each of the three years ended October 31,
2001 was as follows (amounts in thousands):
2001 2000 1999
-------- ------- -------
Federal $114,131 $78,105 $54,874
State 10,085 6,918 4,849
-------- ------- -------
$124,216 $85,023 $59,723
======== ======= =======
Current $116,893 $79,832 $58,154
Deferred 7,323 5,191 1,569
-------- ------- -------
$124,216 $85,023 $59,723
======== ======= =======
The components of income taxes payable consisted of the following (amounts in
thousands):
October 31,
-------------------
2001 2000
------- -------
Current $66,522 $63,775
Deferred 31,629 24,306
------- -------
$98,151 $88,081
======= =======
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<PAGE>
The components of net deferred taxes payable consisted of the following (amounts
in thousands):
October 31
-----------------
2001 2000
------- -------
Deferred tax liabilities:
Capitalized interest $32,789 $26,287
Deferred expense 17,755 13,743
------- -------
Total 50,544 40,030
------- -------
Deferred tax assets:
Inventory valuation reserves 5,716 4,555
Inventory valuation differences 2,581 2,184
Deferred income 2,329 2,170
Accrued expenses
deductible when paid 1,324 178
Other 6,965 6,637
------- -------
Total 18,915 15,724
------- -------
Net deferred tax liability $31,629 $24,306
======= =======
5. Stockholders' Equity
The Company's authorized capital stock consists of 45,000,000 shares of Common
Stock, $.01 par value per share, and 1,000,000 shares of Preferred Stock, $.01
par value per share. The Board of Directors is authorized to amend the Company's
Certificate of Incorporation to increase the number of authorized shares of
Common Stock to 200,000,000 shares and the number of shares of authorized
Preferred Stock to 15,000,000 shares.
Changes in stockholders' equity for the three years ended October 31, 2001 were
as follows (amounts in thousands):
Additional
Common Stock Paid-In Retained Treasury
Shares Amount Capital Earnings Stock Total
------- ------ --------- -------- --------- -------
Balance,
November 1, 1998 36,935 $ 369 $ 106,099 $421,099 $ (1,811) $525,756
Net income 101,566 101,566
Purchase of treasury
stock (801) (16,704) (16,704)
Exercise of stock
options 177 (1,143) 3,701 2,558
Executive bonus award 106 342 2,120 2,462
Employee benefit plan
issuances 37 (59) 755 696
------ ----- --------- -------- -------- --------
Balance,
October 31, 1999 36,454 369 105,239 522,665 (11,939) 616,334
Net income 145,943 145,943
Purchase of treasury
stock (1,355) (33,232) (33,232)
Exercise of stock
options 672 588 13,352 13,940
Executive bonus award 80 (225) 1,621 1,396
Employee benefit plan
issuances 44 (148) 912 764
------ ----- --------- -------- -------- --------
Balance,
October 31, 2000 35,895 369 105,454 668,608 (29,286) 745,145
Net income 213,673 213,673
Purchase of treasury
stock (2,061) (71,767) (71,767)
Exercise of stock
options 781 (336) 20,452 20,116
Executive bonus award 136 1,678 2,735 4,413
Employee benefit plan
issuances 26 218 785 1,003
------ ----- --------- -------- -------- --------
Balance,
October 31, 2001 34,777 $ 369 $107,014 $882,281 $(77,081) $912,583
====== ===== ======== ======== ========= ========
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<PAGE>
Stockholder Rights Plan
Shares of the Company's Common Stock outstanding are subject to stock purchase
rights. The rights, which are exercisable only under certain conditions, entitle
the holder, other than an acquiring person (and certain related parties of an
acquiring person), as defined in the plan, to purchase common shares at prices
specified in the rights agreement. Unless earlier redeemed, the rights will
expire on July 11, 2007. The rights were not exercisable at October 31, 2001.
Redemption of Common Stock
To help provide for an orderly market in the Company's Common Stock in the event
of the death of either Robert I. Toll or Bruce E. Toll (the quot;Tollsquot;), or both of
them, the Company and the Tolls have entered into agreements in which the
Company has agreed to purchase from the estate of each of the Tolls $10,000,000
of the Company's Common Stock (or a lesser amount under certain circumstances)
at a price equal to the greater of fair market value (as defined) or book value
(as defined). Further, the Tolls have agreed to allow the Company to purchase
$10,000,000 of life insurance on each of their lives. In addition, the Tolls
granted the Company an option to purchase up to an additional $30,000,000 (or a
lesser amount under certain circumstances) of the Company's Common Stock from
each of their estates. The agreements expire in October 2005.
In December 2000, the Company's Board of Directors authorized the repurchase of
up to 5,000,000 shares of its Common Stock, par value $.01, from time to time,
in open market transactions or otherwise, for the purpose of providing shares
for its various employee benefit plans. At October 31, 2001, the Company had
repurchased approximately 2,061,000 shares under the authorization.
6. Stock-Based Benefit Plans
Stock-Based Compensation Plans
The Company accounts for its stock option plans according to Accounting
Principles Board Opinion No. 25 quot;Accounting for Stock Issued to Employeesquot; (quot;APB
25quot;). Accordingly, no compensation costs are recognized upon issuance or
exercise of stock options.
SFAS No. 123, quot;Accounting for Stock-Based Compensation,quot; requires the disclosure
of the estimated value of employee option grants and their impact on net income
using option pricing models that are designed to estimate the value of options
that, unlike employee stock options, can be traded at any time and are
transferable. In addition to restrictions on trading, employee stock options may
include other restrictions such as vesting periods. Further, such models require
the input of highly subjective assumptions, including the expected volatility of
the stock price. Therefore, in management's opinion, the existing models do not
provide a reliable single measure of the value of employee stock options.
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<PAGE>
At October 31, 2001, the Company's stock-based compensation plans consisted of
its four stock option plans. Net income and net income per share as reported in
these consolidated financial statements and on a pro forma basis, as if the fair
value-based method described in SFAS No. 123 had been adopted, were as follows
(in thousands, except per share amounts):
Year ended October 31,
--------------------------------
2001 2000 1999
-------- -------- --------
Net income As reported $213,673 $145,943 $101,566
Pro forma $202,597 $136,622 $ 93,402
Basic net income per share As reported $ 5.96 $ 4.02 $ 2.77
Pro forma $ 5.65 $ 3.77 $ 2.55
Diluted net income per share As reported $ 5.52 $ 3.90 $ 2.71
Pro forma $ 5.24 $ 3.65 $ 2.50
Weighted-average grant date
fair value per share of
options granted $ 17.87 $ 9.03 $ 10.98
For the purposes of providing the pro forma disclosures, the fair value of
options granted was estimated using the Black-Scholes option pricing model with
the following weighted average assumptions used for grants in each of the three
fiscal years ended October 31, 2001.
2001 2000 1999
------ ------ ------
Risk-free interest rate 4.01% 5.80% 6.14%
Expected life (years) 7.31 7.70 7.10
Volatility 37.40% 35.70% 34.90%
Dividends none none none
Stock Option Plans
The Company's four stock option plans for employees, officers and directors
provide for the granting of incentive stock options and non-statutory options
with a term of up to ten years at a price not less than the market price of the
stock at the date of grant. The Company's Stock Option and Incentive Stock Plan
(1995) provides for automatic increases each January 1 in the number of shares
available for grant by 2% of the number of shares issued (including treasury
shares). The Company's Stock Incentive Plan (1998) provides for automatic
increases each November 1 in the number of shares available for grant by 2.5% of
the number of shares issued (including treasury shares). The 1995 Plan and the
1998 Plan each restricts the number of shares available for grant in a year to a
maximum of 2,500,000 shares. No additional options may be granted under the
Company's Stock Option Plan (1986).
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<PAGE>
The following table summarizes stock option activity for the four plans during
the three years ended October 31, 2001:
Number Weighted Average
of Options Exercise Price
---------- ----------------
Outstanding, November 1, 1998 4,942,518 $19.53
Granted 1,252,800 22.81
Exercised (176,470) 11.39
Cancelled (127,255) 22.97
---------
Outstanding, October 31, 1999 5,891,593 $20.40
Granted 1,879,750 17.53
Exercised (678,288) 17.69
Cancelled (89,299) 20.95
---------
Outstanding, October 31, 2000 7,003,756 $19.88
Granted 1,149,400 38.63
Exercised (794,903) 19.18
Cancelled (115,314) 23.02
---------
Outstanding, October 31, 2001 7,242,939 $22.88
=========
Options exercisable and their weighted average exercise price as of October 31,
2001, 2000 and 1999 were 4,637,878 shares and $19.92; 3,874,223 shares and
$19.92; and 3,736,905 shares and $18.93, respectively.
Options available for grant at October 31, 2001, 2000 and 1999 under all the
plans were 2,809,364; 2,313,251 and 3,188,657, respectively.
The following table summarizes information about stock options outstanding at
October 31, 2001:
Options Outstanding Options Exercisable
--------------------------------- --------------------
Weighted-
Average
Remaining Weighted- Weighted-
Range of Contractual Average Average
Exercise Number Life Exercise Number Exercise
Prices Outstanding (in years) Price Exercisable Price
-------------- ----------- ----------- --------- ----------- ---------
$ 9.94-$15.88 714,300 2.8 $10.82 714,300 $10.82
17.38- 20.25 3,062,453 6.5 18.25 2,236,348 18.53
22.31- 25.56 1,644,086 6.7 23.78 989,730 23.93
27.44- 29.50 697,500 6.2 28.01 697,500 28.01
38.63 1,124,600 9.1 38.63 -- --
--------- ---------
$ 9.94-$38.63 7,242,939 6.6 $22.88 4,637,878 $19.92
========= =========
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<PAGE>
Bonus Award Shares
Under the terms of the Company's Cash Bonus Plan covering Robert I. Toll, Mr.
Toll is entitled to receive cash bonus awards based upon the pre-tax earnings
and stockholders' equity of the Company. In December 1998, Mr. Toll and the
Board of Directors agreed that any bonus payable for each of the three fiscal
years ended October 31, 2001 will be made (except for specific conditions) in
shares of the Company's Common Stock using the value of the stock as of the date
of the agreement ($24.25 per share). The stockholders approved the plan at the
Company's 1999 Annual Meeting. The Company recognized compensation expense in
2001 of $6,855,000, in 2000 of $4,413,000 and in 1999 of $1,395,000, which
represented the fair market value of the shares issued to Mr. Toll (220,001
shares in 2001, 135,792 shares in 2000 and 79,686 shares in 1999). On October
31, 2001, 2000 and 1999, the closing price of the Company's Common Stock on the
New York Stock Exchange was $31.16, $32.50 and $17.50, respectively. Under the
Company's deferred compensation plan Mr. Toll can elect to defer receipt of his
bonus until a future date. Mr. Toll elected to defer receipt of his bonus for
fiscal 2001.
In December 2000, Mr. Toll and the Board of Directors agreed that any bonus
payable for each of the three fiscal years ended October 31, 2004 will be made
(except for specific conditions) in shares of the Company's Common Stock using
the value of the stock as of the date of the agreement ($38.625 per share). The
stockholders approved the plan at the Company's 2001 Annual Meeting.
Employee Stock Purchase Plan
The Company's Employee Stock Purchase Plan enables substantially all employees
to purchase the Company's Common Stock for 95% of the market price of the stock
on specified offering dates or at 85% of the market price of the stock on
specified offering dates subject to restrictions. The plan, which terminates in
December 2007, provides that 300,000 shares be reserved for purchase. As of
October 31, 2001, a total of 226,974 shares were available for issuance.
The number of shares and the average prices per share issued under this plan
during each of the three fiscal years ended October 31, 2001, 2000 and 1999 were
6,268 shares and $30.48; 6,309 shares and $19.41; and 12,182 shares and $16.97,
respectively. No compensation expense was recognized by the Company under this
plan.
7. Earnings Per Share Information
Information pertaining to the calculation of earnings per share for each of the
three years ended October 31, 2001 is as follows (amounts in thousands):
2001 2000 1999
------ ------ ------
Basic weighted average shares 35,835 36,269 36,689
Common stock equivalents 2,848 1,144 747
------ ------ ------
Diluted weighted average shares 38,683 37,413 37,436
====== ====== ======
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<PAGE>
8. Employee Retirement Plan
The Company maintains a salary deferral savings plan covering substantially all
employees. The plan provides for Company contributions totaling 2% of all
eligible compensation, plus 2% of eligible compensation above the social
security wage base, plus matching contributions of up to 2% of eligible
compensation of employees electing to contribute via salary deferrals. Company
contributions with respect to the plan totaled $3,141,000, $ 2,579,000, and
$1,876,000, for the years ended October 31, 2001, 2000 and 1999, respectively.
9. Extraordinary Loss from Extinguishment of Debt
In January 1999, the Company called for the redemption of all of its outstanding
9 1/2% Senior Subordinated Notes due 2003 at 102% of the principal amount plus
accrued interest. The redemption resulted in an extraordinary loss in fiscal
1999 of $1,461,000, net of $857,000 of income tax benefit. The loss represented
the redemption premium and a write-off of unamortized deferred issuance costs.
10. Commitments and Contingencies
At October 31, 2001, the Company had agreements to purchase land and improved
home sites for future development with purchase prices aggregating approximately
$721,129,000, of which $42,658,000 had been paid or deposited. Purchase of the
properties is contingent upon satisfaction of certain requirements by the
Company and the sellers.
At October 31, 2001, the Company had agreements of sale outstanding to deliver
2,727 homes with an aggregate sales value of approximately $1,411,374,000.
At October 31, 2001, the Company was committed to make approximately
$290,000,000 of mortgage loans to its homebuyers and to others. All loans with
committed interest rates are covered by take-out commitments from third-party
lenders, resulting in no interest rate risk to the Company. The Company also
arranges a variety of mortgage programs that are offered to its homebuyers
through outside mortgage lenders.
The Company is involved in various claims and litigation arising in the ordinary
course of business. The Company believes that the disposition of these matters
will not have a material effect on the business or on the financial condition of
the Company.
11. Related Party Transactions
To take advantage of commercial real estate opportunities that may present
themselves from time to time, the Company formed Toll Brothers Realty Trust (the
quot;Trustquot;), a venture that is effectively owned one-third by the Company;
one-third by a number of senior executives and/or directors, including Robert I.
Toll, Bruce E. Toll (and certain family members), Zvi Barzilay (and certain
family members), and Joel H. Rassman; and one-third by the Pennsylvania State
Employees Retirement System (collectively, the quot;Shareholdersquot;).
In June 2000, the Shareholders entered into a subscription agreement whereby
each group agreed to invest additional capital in an amount not to exceed
$9,259,000 if required by the Trust. The commitment expires in June 2002.
At October 31, 2001, the Company had an investment of $7,471,000 in the Trust.
This investment is accounted for on the equity method.
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The Company provides development, finance and management services to the Trust
and received fees under the terms of various agreements in the amount of
$1,672,000, $1,392,000 and $2,524,000 in fiscal 2001, 2000 and 1999,
respectively.
During fiscal 2000, the Company repurchased 250,000 shares of its Common Stock
from Bruce E. Toll at $30 per share, a price that was within the trading range
of the Company's Common Stock on the dates of the transactions.
12. Supplemental Disclosure to Statements of Cash Flows
The following are supplemental disclosures to the statements of cash flows for
each of the three years ended October 31, 2001 (amounts in thousands):
2001 2000 1999
-------- ------- -------
Cash flow information:
Interest paid, net of amount capitalized $ 26,985 $21,548 $17,469
Income taxes paid $108,750 $54,700 $49,250
Non-cash activity:
Cost of inventory acquired through
seller financing $ 34,662 $ 8,321 $ 7,504
Investment in unconsolidated subsidiary
acquired through seller financing $ 4,500
Income tax benefit related to exercise
of employee stock options $ 5,396 $ 2,128 $ 541
Stock bonus awards $ 4,413 $ 1,395 $ 2,462
Contributions to employee retirement plan $ 791 $ 641 $ 490
Acquisition of company:
Fair value of assets acquired $56,026
Liabilities assumed $44,934
Cash paid $11,092
Summary Consolidated Quarterly Financial Data (Unaudited)
(Amounts in thousands, except per share data)
Three months ended
Oct. 31 July 31 April 30 Jan. 31
--------- -------- -------- --------
Fiscal 2001:
Revenue $655,752 $584,068 $514,524 $475,261
Income before income taxes $108,183 $ 94,160 $ 72,351 $ 63,195
Net Income $ 68,526 $ 59,444 $ 45,778 $ 39,925
Earnings per share
Basic $ 1.96 $ 1.66 $ 1.26 $ 1.10
Diluted $ 1.84 $ 1.54 $ 1.17 $ 1.01
Weighted average number
of shares
Basic 34,910 35,838 36,428 36,163
Diluted 37,331 38,706 39,282 39,415
Fiscal 2000:
Revenue $614,793 $464,532 $390,486 $344,551
Income before income taxes $ 92,484 $ 58,791 $ 44,363 $ 35,328
Net Income $ 58,366 $ 37,234 $ 27,950 $ 22,393
Earnings per share*
Basic $ 1.62 $ 1.03 $ 0.77 $ 0.61
Diluted $ 1.52 $ 1.00 $ 0.75 $ 0.61
Weighted average number
of shares
Basic 36,061 36,146 36,396 36,471
Diluted 38,486 37,219 37,036 36,909
* Due to rounding, the sum of the quarterly earnings per share amounts may not
equal the reported earnings per share for the year.
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<PAGE>
TOLL BROTHERS, INC. AND SUBSIDIARIES
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS
(Amounts in thousands)
Balance at Charged Charged Balance
Beginning Costs to to at End
of and Other of
Description Period Expenses Accounts Deductions Period
------------------------ ----------- -------- -------- ---------- ----------
Net realizable value
reserves for
inventory of land
and land development
costs:
Year ended
October 31, 1999:
New Jersey $ 3,708 $ 3,708
Year ended
October 31, 2000:
New Jersey $ 3,708 $ 3,708
Year ended
October 31, 2001:
New Jersey $ 3,708 3,708 --
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<PAGE>
Item 11. EXECUTIVE COMPENSATION
EXECUTIVE COMPENSATION
Summary Compensation Table
The following table sets forth the cash and non-cash compensation for each
of the last three fiscal years awarded to or earned by the Chief Executive
Officer of the Company and the other executive officers of the Company.
<TABLE>
<CAPTION>
Long Term
Compensation
Annual Compensation Awards
---------------------------------------------------------------------
Other Annual Securities All Other
Name and Fiscal Compensation Underlying Compensation
Principal Position Year Salary($) Bonus($) ($) Options(#) ($)
-----------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Robert I. Toll 2001 1,000,000 6,620,359 87,400(8) 250,000 423,909(5)
Chairman of the Board 2000 1,000,000 4,413,228 73,400(8) 750,000 8,348(4)
and Chief Executive 1999 1,000,000 1,394,505 69,400(8) 347,500 8,232(4)
Officer(1)
Zvi Barzilay 2001 956,322 230,000 60,000 208,811(6)
Chief Operating 2000 872,322 120,000 160,700 8,348(4)
Officer and President(2) 1999 830,367 120,000 100,000 8,232(4)
Joel H. Rassman 2001 748,848 150,000 15,000 153,787(7)
Senior Vice President, 2000 637,969 140,000 85,000 9,598(4)
Chief Financial 1999 604,216 120,000 50,000 9,482(4)
Officer and
Treasurer(2)(3)
</TABLE>
(1) The bonuses listed for Robert I. Toll for fiscal 2001, 2000 and 1999 were
paid in common stock of the Company pursuant to the terms of the Cash Bonus
Plan, the 1998 Plan and the 1995 Plan. The amounts listed were: (a) the
fair market value of the bonus award shares as of October 31, 2001 in the
case of the fiscal 2001 bonus; (b) the fair market value of the bonus award
shares as of October 31, 2000 in the case of the fiscal 2000 bonus; and (c)
the fair market value of the bonus award shares as of October 31, 1999 in
the case of the fiscal 1999 bonus. Had the bonuses been paid in cash,
Robert I. Toll would have received $5,152,237 for the 2001 cash bonus,
$3,292,947 for the 2000 cash bonus and $1,932,402 for the 1999 cash bonus.
Under the terms of the Stock Deferral Plan, Mr. Toll elected to defer
receipt of his 2001 bonus award shares.
(2) The bonuses listed for Mr. Barzilay and Mr. Rassman for fiscal 2001, 2000
and 1999 represent amounts earned in the fiscal year in which it is
reported.
(3) Under the terms of an agreement dated June 30, 1988 between the Company and
Mr. Rassman, in the event of Mr. Rassman's termination by the Company
without cause (as defined), any material reduction or material adverse
change (as defined) in Mr. Rassman's duties, the removal of fringe benefits
(as defined) or any failure by the Company to provide Mr. Rassman with
compensation, including salary and bonus, in an amount not less than
$350,000 and the exercise of an election by Mr. Rassman to terminate his
employment, Mr. Rassman will receive $250,000, and, in certain instances,
an additional amount equal to the difference between $350,000 and his
actual compensation during a specified period prior to his termination.
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<PAGE>
(4) The compensation reported represents (a) the Company's contribution and
matching payments under its 401(k) salary deferred plan for each executive
listed and (b) for Joel H. Rassman, directors fees paid to him by a
subsidiary of the Company in the amount of $1,250 per year.
(5) Of this amount, $9,702 represents the premium paid by the Company for the
term life portion of a split-dollar life insurance policy for Mr. Toll,
$405,615 represents the premium paid by the Company for the non-term
portion of the split-dollar life insurance policy and $8,592 represents the
Company's contribution and matching payment under its 401(k) salary
deferred plan. The Company expects to receive a refund of the premium for
the non-term portion of the split-dollar life insurance policy upon the
first to occur of certain events described in the policy.
(6) Of this amount, $3,133 represents the premium paid by the Company for the
term life portion of a split-dollar life insurance policy for Mr. Barzilay,
$197,086 represents the premium paid by the Company for the non-term
portion of the split-dollar life insurance policy and $8,592 represents the
Company's contribution and matching payment under its 401(k) salary
deferred plan. The Company expects to receive a refund of the premium for
the non-term portion of the split-dollar life insurance policy upon the
first to occur of certain events described in the policy.
(7) Of this amount, $2,328 represents the premium paid by the Company for the
term life portion of a split-dollar life insurance policy for Mr. Rassman,
$141,617 represents the premium paid by the Company for the non-term
portion of the split- dollar life insurance policy and $8,592 represents
the Company's contribution and matching payment under its 401(k) salary
deferred plan. The Company expects to receive a refund of the premium for
the non-term portion of the split-dollar life insurance policy upon the
first to occur of certain events described in the policy.
(8) Of this amount, $44,800, $36,500 and $34,800 represents the estimated cost
of income tax and financial statement preparation services provided during
fiscal 2001, 2000 and 1999, respectively. The remaining amounts represent
the estimated value of perquisites provided by the Company including health
and life insurance, auto and gas allowances, auto insurance, club dues,
telephone and internet service and other miscellaneous items.
-20-
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<PAGE>
Option Grants in the Last Fiscal Year(1)
<TABLE>
<CAPTION>
------------------------------------------------------------------------------------------------------------------------
% of Total Potential Realizable
Number of Options Value at Assumed
Securities Granted to Annual Rates of Stock
Underlying Employees Exercise Price Appreciation for
Options In Fiscal Price Expiration Option Term(3)
Name Granted(#) Year ($/sh) Date 5%($) 10%($)
------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C> <C> <C>
Robert I. Toll(2) 250,000 21.75 38.625 12/20/10 6,072,764 15,389,576
Zvi Barzilay(2) 60,000 5.22 38.625 12/20/10 1,457,463 3,693,498
Joel H. Rassman(2) 15,000 1.31 38.625 12/20/10 364,366 923,375
</TABLE>
(1) No stock appreciation rights(quot;SARsquot;) were granted.
(2) These options become exercisable starting on the first anniversary of the
grant, with 25% becoming exercisable at that time and 25% becoming
exercisable on each of the second, third and fourth anniversary dates.
(3) These amounts represent assumed rates of appreciation and are not intended
to forecast future appreciation in the price of the Company's common stock.
Actual gains, if any, on stock option exercises are dependent on the future
performance of our stock. There can be no assurance that the amounts
reflected in these columns will be achieved or, if achieved, that they will
exist at the time of any option exercise. The aggregate appreciation in
value of all shares of our common stock outstanding on October 31, 2001
based on the assumed 5% and 10% rates of appreciation on the closing price
of the common stock on October 31, 2001 that produced the realizable value
of the options shown in this table (based upon the weighted average life of
the grants) would be approximately $681,502,000 at the assumed 5% rate of
appreciation and $1,727,061,000 at the assumed 10% rate of appreciation.
Aggregated Option Exercises in Last Fiscal Year and Fiscal Year End Option
Values(1)
The following table sets forth certain information with regard to the
aggregated option exercises in the fiscal year ended October 31, 2001 and the
option values as of the end of that year for the Chief Executive Officer and
other executive officers of the Company.
<TABLE>
<CAPTION>
Number of Value of
Securities Unexercised In-
Underlying The-Money Options
Unexercised at Fiscal
Options at Year-End($)(2)
Fiscal
Shares Year-End(#)
Acquired on Value Exercisable(E) Exercisable (E)
Name Exercise(#) Realized($) Unexercisable(U) Unexercisable (U)
----------------- ---------- ------------- ---------------- ------------- ----
<S> <C> <C> <C> <C>
Robert I. Toll 30,000 529,125 1,576,250 (E) 17,915,231 (E)
562,500 (U) 3,596,875 (U)
Zvi Barzilay 100,000 2,269,235 500,700 (E) 6,171,750 (E)
210,000 (U) 1,578,688 (U)
Joel H. Rassman 57,200 1,314,235 257,000 (E) 3,191,839 (E)
90,000 (U) 789,344 (U)
</TABLE>
(1) No SARs were exercised during the last fiscal year or held as of October
31, 2001.
(2) Represents, with respect to each share, the closing price of $31.16 per
share of the Company's common stock as reported on the New York Stock
Exchange on October 31, 2001 less the exercise price payable for the share.
-21-
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<PAGE>
Compensation Committee Interlocks and Insider Participation
The Company's Executive Compensation Committee determines the compensation
of the Company's executive officers. The only individuals who served as a member
of the Executive Compensation Committee during the fiscal year ended October 31,
2001 are the current members of the committee. The current members of the
Executive Compensation Committee are Carl B. Marbach and Paul E. Shapiro,
neither of whom is an officer or employee, or former officer, of the Company or
any subsidiary of the Company. The Executive Compensation Committee administers
the Cash Bonus Plan, the Executive Officer Cash Bonus Plan and the Company's
stock option plans and determines the salaries of the Chief Executive Officer,
the Chief Operating Officer and Chief Financial Officer.
In order to help provide for an orderly market in the Company's common
stock in the event of the death of either Robert I. Toll or Bruce E. Toll (the
quot;Tollsquot;), or both of them, the Company and the Tolls have entered into
agreements in which the Company has agreed to purchase from the estate of each
of the Tolls $10 million of the Company's common stock (or a lesser amount under
certain circumstances), at a price equal to the greater of fair market value (as
defined) or book value (as defined). Each of the Tolls has agreed to allow the
Company to purchase $10 million of life insurance on his life. In addition, each
of the Tolls has granted to the Company, at no cost to it, an option to purchase
up to an additional $30 million (or a lesser amount under certain circumstances)
of common stock from his estate. The agreements expire in October 2005.
In addition to the performance of their duties for the Company, the Tolls
have engaged, and continue to engage, in certain other businesses in real
estate. These businesses include the purchase, sale and management of townhome,
apartment, condominium, commercial and industrial real estate projects for
rental. The Company leases, at what it believes to be competitive market rates,
certain office space from a business controlled by Robert I. Toll, Bruce E.
Toll, Zvi Barzilay and Joel H. Rassman. During the last fiscal year, the Company
paid to such business approximately $57,000 in rent. The Company provided
services to other businesses controlled by the Tolls during the fiscal year,
which were billed at cost and paid throughout the year. The largest amount due
the Company from these businesses at any time during the year was approximately
$12,000. No amounts were due the Company from these businesses at October 31,
2001. These transactions are reviewed and monitored by the Audit Committee. In
addition to the foregoing, Mr. Robert I. Toll has agreed, with the approval of
the Executive Compensation Committee, to reimburse the Company for one-half of
the costs of an employee of the Company who provides Mr. Toll with investment
advice.
In order to take advantage of commercial real estate opportunities which
may present themselves from time to time, the Company formed Toll Brothers
Realty Trust (the quot;Trustquot;) in 1998. The Trust is effectively owned one-third by
the Company, one-third by a number of senior executives and/or directors,
including Robert I. Toll, Bruce E. Toll (and certain members of his family), Zvi
Barzilay(and certain members of his family) and Joel H. Rassman, and one-third
by the Pennsylvania State Employees Retirement System (collectively, the
quot;Trustholdersquot;). In June 2000, the Trustholders entered into an agreement
pursuant to which the owner(s) of each one-third interest agreed to invest
additional capital in an amount not to exceed $9,259,000 if required by the
Trust. As of January 31, 2002, no additional capital investment had been
required pursuant to this commitment, which expires in June 2002. At October 31,
2001, the Company's investment in the Trust was $7,471,000.
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<PAGE>
The Company provides development, finance and management services to the
Trust. During fiscal 2001, the Company earned $1,672,000 in fees for these
services. The Company also incurs certain costs on behalf of the Trust for which
the Company is reimbursed by the Trust. These fees and reimbursements were paid
to the Company throughout the year. The amount due the Company for fees and
reimbursements as of October 31, 2001, was approximately $200,000. The largest
amount due the Company from the Trust at any time during the last fiscal year
was approximately $564,000.
Compensation of Directors
Each non-employee director receives $4,000 for each full-day meeting
attended, $2,000 for each half-day meeting attended and $1,500 for each
telephonic meeting or committee meeting in which he participated. In addition,
each non-employee director receives an annual grant of options for 15,000 shares
of the Company's common stock under the 1993 Plan or the 1998 Plan. Each
non-employee director who is a member of the Audit Committee and participates in
at least one meeting during the year also receives an annual grant of options
for 1,000 shares of common stock. Each non-employee director who is a member of
an eligible committee (as determined by the Board of Directors from time to
time), other than the Audit Committee, and participates in at least one meeting
during the year receives an annual grant of options for 500 shares of common
stock. No non-employee director may receive grants for service on more than
three committees other than the Audit Committee in any fiscal year.
On March 5, 1998, the Company and Mr. Bruce E. Toll entered into two
agreements relating to Mr. Toll's withdrawal from day to day operations of the
business (collectively the quot;Agreementsquot;). The Agreements provided that (among
other items) during the three-year term which commenced on November 1, 1998 and
ended on October 31, 2001 (the quot;Consulting Termquot;), Mr. Toll would (a) make
himself available to the Company on a reasonable basis to consult with the
Company concerning matters within his knowledge and expertise, (b) not compete
with the Company as described in the Agreements, and (c) agree to vote the
shares of the Company's common stock owned by him as recommended by the
Company's management or Board of Directors until the later of March 15, 2002 or
until Mr. Toll no longer serves on the Board of Directors of the Company. The
Company agreed to pay Mr. Toll the sum of $500,000 during each year of the
Consulting Term as well as provide group health insurance of a type and amount
consistent with insurance provided to Company executives for himself, and his
beneficiaries who were covered on March 5, 1998, without charge, and for all
other children provided that the premium costs that the Company is permitted to
charge under COBRA for such coverage are paid by Mr. Toll for those children.
The Company paid $7,078 in fiscal 2001 for Mr. Toll's health insurance. In June
2000, the Company and Mr. Toll amended the Agreements to terminate Mr. Toll's
obligation to vote the shares of the Company's common stock owned by him
referred to above and to extend the Consulting Term until October 31, 2004.
In addition, during fiscal 2001, the Company provided Bruce E. Toll
additional benefits of approximately $63,800 for income tax preparation
services, club dues, contributions to the Company's 401(k) plan and other
miscellaneous items.
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<PAGE>
In December 2000, the Board of Directors approved the purchase of a
split-dollar life insurance policy for the benefit of Bruce E. Toll. The Company
paid $6,343 in premiums for the term life portion of a split-dollar life
insurance policy for Mr. Toll, and paid $284,214 in premiums for the non-term
portion of the split dollar life insurance policy for which the Company expects
to receive a refund upon the first to occur of certain events described in the
policy.
Item 14: Exhibits
Exhibit Number Description
-------------- -----------
99.1 Certification of Robert I. Toll pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
99.2 Certification of Joel H. Rassman pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
-24-
28. St Ives Burrups Job No. 320173 H:Edgar_II320173ten-ka.txt, 28
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<PAGE>
SIGNATURES
Pursuant to the requirements of Sections 13 or 15(d) 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 in the Township of
Lower Moreland, Commonwealth of Pennsylvania, on September 6, 2002.
Toll Brothers, Inc.
(Registrant)
By: /s/ Joel H. Rassman
-------------------
Joel H. Rassman
Executive Vice President, Treasurer
and Chief Financial Officer
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<PAGE>
CERTIFICATION
I, Robert I. Toll, Chief Executive Officer of Toll Brothers, Inc., certify that:
1. I have reviewed this annual report on Form 10-K/A of Toll Brothers, Inc.;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of
the registrant as of, and for, the periods presented in this annual report.
Date: September 6, 2002 By: /s/ Robert I. Toll
------------------
Robert I. Toll
Chief Executive Officer
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<PAGE>
CERTIFICATION
I, Joel H. Rassman, Chief Financial Officer of Toll Brothers, Inc., certify
that:
1. I have reviewed this annual report on Form 10-K/A of Toll Brothers, Inc.;
2. Based on my knowledge, this annual report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to
make the statements made, in light of the circumstances under which such
statements were made, not misleading with respect to the period covered by
this annual report;
3. Based on my knowledge, the financial statements, and other financial
information included in this annual report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this annual report.
Date: September 6, 2002 By: /s/ Joel H. Rassman
-------------------
Joel H. Rassman
Chief Financial Officer
Exhibit Index
Exhibit Number Description
--------------
99.1* Certification of Robert I. Toll pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
99.2* Certification of Joel H. Rassman pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002
* Filed electronically herewith
-27-
31. St Ives Burrups Job No. 320173 H:Edgar_II320173ex99-1.txt, 31
TOLL BROTHERS, INC. -- FORM TYPE 10-K/A Output Date: 09/05/2002 Time: 22:10:02
Filename: ex99-1.txt
Type: EX-99
Comment/Description: Exhibit 99.1
(this header is not part of the document)
32. St Ives Burrups Job No. 320173 H:Edgar_II320173ex99-1.txt, 32
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<PAGE>
Exhibit 99.1
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Toll Brothers, Inc. (the
quot;Companyquot;) on Form 10-K/A (Amendment No. 1) for the period ending October 31,
2001 as filed with the Securities and Exchange Commission on the date hereof
(the quot;Reportquot;), I, Robert I. Toll, Chief Executive Officer of the Company,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.
/s/ Robert I. Toll
-----------------------
Robert I. Toll
Chief Executive Officer
September 6, 2002
33. St Ives Burrups Job No. 320173 H:Edgar_II320173ex99-2.txt, 33
TOLL BROTHERS, INC. -- FORM TYPE 10-K/A Output Date: 09/05/2002 Time: 22:10:30
Filename: ex99-2.txt
Type: EX-99
Comment/Description: Exhibit 99.2
(this header is not part of the document)
34. St Ives Burrups Job No. 320173 H:Edgar_II320173ex99-2.txt, 34
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<PAGE>
Exhibit 99.2
CERTIFICATION PURSUANT TO
18 U.S.C. SECTION 1350,
AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002
In connection with the Annual Report of Toll Brothers, Inc. (the
quot;Companyquot;) on Form 10-K/A (Amendment No. 1) for the period ending October 31,
2001 as filed with the Securities and Exchange Commission on the date hereof
(the quot;Reportquot;), I, Joel H. Rassman, Chief Financial Officer of the Company,
certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906
of the Sarbanes-Oxley Act of 2002, that:
(1) The Report fully complies with the requirements of Section 13(a) or
15(d) of the Securities Exchange Act of 1934; and
(2) The information contained in the Report fairly presents, in all
material respects, the financial condition and results of operations of the
Company.
/s/ Joel H. Rassman
-----------------------
Joel H. Rassman
Chief Financial Officer
September 6, 2002