BEAZER HOMES USA, INC.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
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ANNUAL REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the fiscal year ended December 31, 2007
OR
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o |
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TRANSITION REPORT PURSUANT TO SECTION 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from to
Commission File No: 001-12822
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A. |
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Full title of the plan and the address of the plan, if different from that
of the issuer named below: |
BEAZER HOMES USA, INC. 401(k) PLAN
1000 Abernathy Road
Suite 1200
Atlanta, Georgia 30328
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B. |
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Name of issuer of the securities held pursuant to the plan and the address of its
principal executive office: |
Beazer Homes USA, Inc.
1000 Abernathy Rd
Suite 1200
Atlanta, Georgia 30328
REQUIRED INFORMATION
The Beazer Homes USA, Inc. 401(k) Plan (Plan) is subject to the Employee Retirement Income
Security Act of 1974 (ERISA), as amended. Therefore, in lieu of the requirements of Items 1-3 of
Form 11-K, the financial statements of the Plan as of and for the years ended December 31, 2007 and
2006, and the supplemental schedule as of December 31, 2007, which have been prepared in accordance
with the financial reporting requirements of ERISA, are attached hereto as Appendix 1 and
incorporated herein by this reference. Written consent to the incorporation of the Plans
financial statements in a registration statement on Form S-8 under the Securities Act of 1933 is
attached hereto as Appendix 2.
SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, the trustees have duly
caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
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BEAZER HOMES USA, INC. 401(k) PLAN |
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By: |
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/s/ Jennifer P. Jones
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June 19, 2008 |
Jennifer P. Jones |
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Plan Administrator |
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Beazer Homes USA, Inc. |
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/s/ Allan P. Merrill
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June 19, 2008 |
Allan P. Merrill |
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Executive Vice-President and Chief Financial Officer |
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Beazer Homes USA, Inc. |
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APPENDIX 1
Beazer Homes USA, Inc.
401(k) Plan
Financial Statements as of and for the Years Ended December 31,
2007 and 2006, Supplemental Schedule as of December 31, 2007
and Report of Independent Registered Public Accounting Firm
1
Beazer Homes USA, Inc.
401(k) Plan
Table of Contents
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3 |
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Financial Statements: |
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4 |
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5 |
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6 |
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14 |
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All other schedules required by Section 2520.103-10 of the Department of Labors Rules and
Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974,
as amended, have been omitted because they are not applicable.
2
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To the Participants in and the Plan Administrator of
Beazer Homes USA, Inc. 401(k) Plan
Atlanta, Georgia
We have audited the accompanying statements of net assets available for benefits of Beazer Homes
USA, Inc. 401(k) Plan (the Plan) as of December 31, 2007 and 2006, and the related statements of
changes in net assets available for benefits for the years then ended. These financial statements
are the responsibility of the Plans management. Our responsibility is to express an opinion on
these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight
Board (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. The
Plan is not required to have, nor were we engaged to perform, an audit of its internal control over
financial reporting. Our audits included consideration of internal control over financial
reporting as a basis for designing audit procedures that are appropriate in the circumstances, but
not for the purpose of expressing an opinion on the effectiveness of the Plans internal control
over financial reporting. Accordingly, we express no such opinion. An audit also includes
examining, on a test basis, evidence supporting the amounts and disclosures in the financial
statements, 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, such financial statements present fairly, in all material respects, the net assets
available for benefits of the Plan as of December 31, 2007 and 2006, and the changes in net assets
available for benefits for the years then ended in conformity with accounting principles generally
accepted in the United States of America.
Our audits were conducted for the purpose of forming an opinion on the basic financial statements
taken as a whole. The supplemental schedule is presented for the purpose of additional analysis
and is not a required part of the basic financial statements, but is supplementary information
required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the
Employee Retirement Income Security Act of 1974. This schedule is the responsibility of the Plans
management. Such schedule has been subjected to the auditing procedures applied in our audit of
the basic 2007 financial statements and, in our opinion, is fairly stated in all material respects
when considered in relation to the basic financial statements taken as a whole.
/s/ DELOITTE & TOUCHE LLP
Atlanta, Georgia
June 19, 2008
3
Beazer Homes USA, Inc. 401(k) Plan
Statements of Net Assets Available for Benefits
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December 31, |
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2007 |
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2006 |
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Assets |
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Participant-directed investments, |
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At fair value |
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$ |
100,867,892 |
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$ |
123,525,061 |
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Receivables |
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Participant contributions |
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329,965 |
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Employer contributions |
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131,098 |
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Unsettled trades |
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1,970 |
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Total contributions receivable |
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463,033 |
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Net assets available for benefits, at fair value |
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100,867,892 |
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123,988,094 |
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Adjustment from fair value to contract value for
fully benefit-responsive investment contracts |
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170,476 |
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167,529 |
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Net assets available for benefits |
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$ |
101,038,368 |
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$ |
124,155,623 |
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See accompanying notes to financial statements.
4
Beazer Homes USA, Inc. 401(k) Plan
Statements of Changes in Net Assets Available for Benefits
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Year Ended December 31, |
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2007 |
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2006 |
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Contributions: |
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Participants |
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$ |
11,099,989 |
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$ |
16,047,587 |
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Employer |
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2,458,599 |
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5,400,216 |
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Rollovers |
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652,595 |
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1,129,642 |
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Total contributions |
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14,211,183 |
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22,577,445 |
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Investment loss: |
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Interest and dividends |
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5,618,235 |
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4,841,810 |
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Net depreciation in fair value of investments |
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(20,984,436 |
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(16,043,321 |
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Net investment loss |
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(15,366,201 |
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(11,201,511 |
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Distributions to participants |
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(21,945,579 |
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(18,149,063 |
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Administrative expenses |
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(16,658 |
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(13,914 |
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Net decrease in net assets available for
benefits |
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(23,117,255 |
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(6,787,043 |
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Net assets available for benefits: |
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Beginning of year |
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124,155,623 |
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130,942,666 |
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End of year |
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$ |
101,038,368 |
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$ |
124,155,623 |
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See accompanying notes to financial statements.
5
Beazer Homes USA, Inc. 401(k) Plan
Notes to Financial Statements
1. Description of Plan
The following description of the Beazer Homes USA, Inc. 401(k) Plan (the Plan) provides only
general information. Participants should refer to the Plan document for a more complete
description of the Plans provisions.
General The Plan is a defined contribution plan established to encourage and assist employees in
saving and investing payroll withholdings for the purpose of receiving retirement benefits. The
Plan is a savings and investment plan covering eligible employees of Beazer Homes USA, Inc. and
subsidiaries (the Company). The Plan is administered by a committee appointed by the Companys
Board of Directors and is subject to the provisions of the Employee Retirement Income Security Act
of 1974 (ERISA), as amended.
Eligibility All employees who have attained 21 years of age are eligible to participate in the
Plan on the first day of the month following the completion of 30 days of service.
Contributions Contributions to the Plan are comprised of salary deferral contributions by Plan
participants, Company matching contributions, Company discretionary contributions, and rollovers
from other plans. Non highly compensated employees may elect to make a salary deferral
contribution of 1% to 80% of annual compensation on a pre-tax basis, up to a maximum of $15,500
($20,500 for participants who are at least 50 years old) for the year ended December 31, 2007 and
$15,000 ($20,000 for participants who are at least 50 years old) for the year ended December 31,
2006. There is an administrative limit on the salary deferral contributions of highly compensated
employees equal to 8% of annual compensation on a pre-tax basis, up to a maximum of $15,500 for the
year ended December 31, 2007 and $15,000 for the year ended December 31, 2006. In addition, the
Companys matching contributions are discretionary, but the Company has historically made
Company matching contributions equal to 50% of the first 6% of annual earnings contributed by the
employees. The Company did make such matching contributions for the years ended December 31, 2007
and 2006.
The Company may elect, at the discretion of the Board of Directors, to make an additional
discretionary contribution. The Company did not make any discretionary contributions for the years
ended December 31, 2007 or 2006.
Participant Accounts Individual accounts are maintained for each Plan participant. Participant
accounts are credited with participant and Company contributions and an allocation of the Plans
earnings and charged with withdrawals and an allocation of the Plans losses and administrative
expenses, as applicable. The benefit to which a participant is entitled is the vested balance in
their account.
Gains and losses on plan investments are allocated between all participants accounts in the same
proportion that each participants account bears to the total of all participants accounts within
specified investment funds.
6
Each participant may direct the investment of his or her account to the various investment options
offered by the Plan, which includes a Company stock fund (see Note 5).
Effective January 3, 2006, Fidelity Management Trust Company (Fidelity) became the new trustee of
the Plan, and Fidelity Retirement Services became the recordkeeper for the Plan. All Plan
investments were transferred to Fidelity, as trustee. In connection with the change in Plan
recordkeeper, certain administrative modifications to the Plan went into effect. The Plan
descriptions herein reflect the current provisions of the Plan.
Vesting of Benefits Participants become vested in the Company discretionary contributions and
the Company matching contributions in accordance with the following schedule:
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Completed Years of Service |
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Percentage Vested |
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Less than two years |
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0 |
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Two, but less than three years |
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25 |
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Three, but less than four years |
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50 |
% |
Four, but less than five years |
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75 |
% |
Five years or more |
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100 |
% |
Amounts forfeited upon termination are used to reduce future Company contributions. At December
31, 2007 and 2006, forfeited non-vested accounts available to reduce future Company contributions
totaled $156,541 and $692,501, respectively. During the years ended December 31, 2007 and 2006 the
Companys contributions were reduced by $1,912,426 and $988,109 for forfeitures, respectively.
The salary deferral contributions are fully vested and non-forfeitable at all times.
Distributions Upon normal retirement, permanent disability, death or termination of employment
the participant or his or her designated beneficiary may receive his or her vested interest in the
Plan in the form of a lump-sum payment.
Participant Loans A participant may request a loan equal to part or all of the value of his or
her salary deferral contributions and the vested portion of the Company matching contributions
subject to a minimum of $1,000, but not to exceed the lesser of (1) one-half of the participants
vested percentage of his account or (2) $50,000 reduced by the highest outstanding loan amount in
the past 12 months. Such loans bear interest at a fixed rate for the term of the loan, equal to
the prime rate at the beginning of the month in which the loan is made plus 1% (8.25% and 9.25% at
December 31, 2007 and 2006, respectively). The loan balance is collateralized by the participants
account. Upon retirement or termination of the participants employment, distributions from a
participants account are made net of the outstanding loan balance. The loans are repaid through
salary withholdings over periods generally ranging from 1 to 5 years except that the repayment
period for loans made for the purchase of a home may range from 1 to 10 years. These periods may
be extended for leaves of absences due to military duty or disability.
Administrative Expenses Administrative costs and expenses are generally paid by the Company,
with the exception of miscellaneous charges for loans and distributions.
7
2. Summary of Significant Accounting Policies
Basis of Accounting The accompanying financial statements have been prepared in accordance with
accounting principles generally accepted in the United States of America.
In accordance with Financial Accounting Standards Board (FASB) Staff Position, FSP AAG INV-1 and
SOP 94-4-1, Reporting of Fully Benefit-Responsive Investment Contracts Held by Certain Investment
Companies Subject to the AICPA Investment Company Guide and Defined-Contribution Health and Welfare
and Pension Plans (the FSP), the Statements of Net Assets Available for Benefits present the fair
value of investments as well as the adjustment of the common collective trust fund, which holds
investments in fully benefit-responsive investment contracts, from fair value to contract value.
The Statements of Changes in Net Assets Available for Benefits are presented on a contract value
basis and are not affected by the FSP.
Recently Issued Accounting Pronouncements In September 2006, the Financial Accounting Standards
Board issued Statement of Financial Accounting Standards No. 157, Fair Value Measurements (SFAS
157), which defines fair value, establishes a framework for measuring fair value in generally
accepted accounting principles, and expands disclosures about fair value measurements. SFAS 157
does not require new fair value measurements, but provides guidance on how to measure fair value by
establishing a fair value hierarchy used to classify the source of the information. SFAS 157 is
effective for fiscal years beginning after November 15, 2007. The Plans management is currently
evaluating the impact the adoption of SFAS 157 would have on the Plans financial position or
results of operations; however, it is not expected to have a material impact on the Plans
financial position or results of operations.
Investment Valuation and Income Recognition Investments, other than investments in common
collective trusts and participant loans, are stated at fair value based on quoted market prices in
an active market. Common collective trust funds are stated at fair value as determined by the
issuer of the common collective trust fund based on the fair value of the underlying investments.
Common collective trust funds with underlying investments in investment contracts are valued at
fair value of the underlying investments and then adjusted by the issuer to contract value. Net
appreciation or depreciation in the fair value of investments represents the change in fair value
during the year, including realized gains and losses on investments sold during the period. The
participant loans are valued at the outstanding loan balances, which approximates fair value.
The Fidelity Managed Income Portfolio Fund is a stable value fund that is a commingled pool of the
Common Collective Trust for Employee Benefit Plans. The fund may invest in fixed interest
insurance investment contracts, money market funds, corporate and government bonds, mortgage-backed
securities, bond funds, and other fixed income securities. Participants may ordinarily direct the
withdrawal or transfer of all or a portion of their investment at contract value. Contract value
represents contributions made to the fund, plus earnings, less participant withdrawals.
Purchases and sales of securities are recorded on a trade-date basis. Interest income is recorded
on the accrual basis. Dividends are recorded on the ex-dividend date.
Management fees charged to the Plan for investments in mutual funds are deducted from income earned
on a daily basis and are not separately reflected. Consequently, management fees are reflected as
a reduction of investment return for such investments.
8
Use of Estimates and Risks and Uncertainties The preparation of financial statements in
conformity with accounting principles generally accepted in the United States of America requires
management to make estimates and assumptions that affect the reported amounts of net assets
available for benefits and changes therein and disclosure of contingent assets and liabilities.
Actual results could differ from those estimates. The Plan utilizes various investment
instruments, including mutual funds, common stock and a common and collective trust fund.
Investment securities, in general, are exposed to various risks, such as interest rate, credit, and
overall market volatility. Due to the level of risk associated with certain investment securities,
it is reasonably possible that changes in values of investment securities will occur in the near
term and that such changes could materially affect the amounts reported in the financial
statements.
Payment of Benefits Benefit payments are recorded upon distribution.
3. Investments
The following table presents the investments that represent 5% or more of the Plans net assets
available for benefits as of December 31, 2007 and 2006:
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2007 |
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2006 |
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Shares |
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Amount |
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Shares |
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Amount |
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Beazer Homes USA, Inc. Company Stock Fund |
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** |
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$ |
** |
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629,185 |
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$ |
29,579,092 |
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Fidelity Managed Income Portfolio |
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15,857,291 |
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15,686,815 |
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16,802,576 |
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16,802,576 |
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Fidelity Contrafund |
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201,576 |
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14,737,215 |
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196,952 |
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12,841,299 |
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Fidelity International Discovery Fund |
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326,780 |
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14,077,663 |
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309,628 |
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11,741,083 |
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American Beacon Large Cap Value Fund |
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323,864 |
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7,251,325 |
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343,393 |
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7,822,495 |
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Fidelity Balanced Fund |
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328,963 |
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6,450,963 |
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320,476 |
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6,226,854 |
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Spartan U.S. Equity Index Fund |
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107,949 |
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5,602,535 |
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131,549 |
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6,601,129 |
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** |
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Investment represents less than 5 percent of the Plans net assets available for benefits at December 31, 2007. |
9
Net depreciation in fair value of investments, includes realized and unrealized gains and
losses on investments, for the years ended December 31, 2007 and 2006 is comprised of the
following:
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2007 |
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2006 |
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Beazer Homes USA, Inc. Company Stock Fund |
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$ |
(23,674,754 |
) |
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$ |
(19,892,451 |
) |
Fidelity Managed Income Portfolio |
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752 |
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PIMCO Total Return Fund |
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104,009 |
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(52,984 |
) |
American Beacon Large Cap Value Fund |
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(63,357 |
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833,330 |
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Goldman Sachs Mid Cap Value Fund |
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(306,102 |
) |
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160,897 |
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Wells Fargo Advantage Small Cap Value Fund |
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(500,616 |
) |
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90,586 |
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Columbia Acorn Fund |
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(23,898 |
) |
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141,827 |
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Spartan U.S. Equity Index Fund |
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217,180 |
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691,232 |
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Fidelity Contrafund |
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1,550,697 |
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(169,018 |
) |
Fidelity Balanced Fund |
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61,109 |
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|
122,074 |
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Fidelity International Discovery Fund |
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1,566,271 |
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1,472,138 |
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Fidelity Freedom Income Fund |
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(5,569 |
) |
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6,458 |
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Fidelity Freedom 2000 Fund |
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(26 |
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Fidelity Freedom 2005 Fund |
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|
274 |
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|
179 |
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Fidelity Freedom 2010 Fund |
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5,332 |
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|
9,355 |
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Fidelity Freedom 2015 Fund |
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|
26,003 |
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|
23,192 |
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Fidelity Freedom 2020 Fund |
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|
4,955 |
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|
36,750 |
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Fidelity Freedom 2025 Fund |
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|
82,630 |
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|
100,340 |
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Fidelity Freedom 2030 Fund |
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|
14,833 |
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|
27,097 |
|
Fidelity Freedom 2035 Fund |
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|
16,955 |
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|
17,329 |
|
Fidelity Freedom 2040 Fund |
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|
43,467 |
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|
|
99,842 |
|
Fidelity Freedom 2045 Fund |
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(1,390 |
) |
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Fidelity Freedom 2050 Fund |
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(161 |
) |
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Fidelity Mid Cap Growth Fund |
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|
(105,781 |
) |
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|
225,431 |
|
Self Managed Accounts |
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|
2,751 |
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|
13,075 |
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Total |
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$ |
(20,984,436 |
) |
|
$ |
(16,043,321 |
) |
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4. Federal Income Tax Status
Effective January 3, 2006, in connection with the change in trustees to Fidelity, the Plan was
modified to a Fidelity prototype plan with non-standard amendments. As soon as the Plan is
procedurally eligible to do so under current Internal Revenue Code (IRC) guidelines, the Plans
management intends to request a determination from the Internal Revenue Service that the modified
plan is qualified, and that the trust established under the modified plan is tax-exempt under the
appropriate sections of the IRC. The Plans management believes that the Plan is currently
designed and operated in compliance with the applicable requirements of the IRC. Therefore,
no provision for income taxes has been included in the Plans financial statements.
5. Exempt Party-In-Interest Transactions
Party-in-interest investments held by the Plan included 592,673 shares and 629,185 shares of Beazer
Homes USA, Inc. common stock at December 31, 2007 and 2006, with a fair value of approximately $4.4
million and $29.6 million, respectively. Dividend income earned on Beazer Homes USA, Inc. common
stock was approximately $181,000 and $227,000 for the years ended December 31, 2007 and 2006,
respectively.
10
Due to the inability of the Company to timely file its Annual Report on Form 10-K for the fiscal
year ended September 30, 2007 (the 2007 Form 10-K), investments in the Plans Beazer Homes USA,
Inc. common stock fund were suspended, effective December 7, 2007. Accordingly, a blackout period
went into effect under the Plan during which Plan participants are unable to direct investments
into the Beazer Homes USA, Inc. common stock fund. This blackout period began on December 7, 2007
at 4:00 p.m., Eastern Standard Time, and will end at 4:00 p.m., Eastern Standard Time, on a date to
be determined by the Companys Compensation Committee. The Company filed its 2007 Form 10-K with
the Securities and Exchange Commission on May 12, 2008.
As of December 31, 2007, certain Plan investments are shares of investment funds managed by
Fidelity. Fidelity is the trustee as defined by the Plan and, therefore, these transactions
qualify as exempt party-in-interest transactions. Fees paid by the Plan for the investment
management services were included as a reduction of the return earned on each fund.
6. Plan Termination
Although it has not expressed any intention to do so, the Company has the right under the Plan to
discontinue its contributions at any time and to terminate the Plan subject to the provisions of
ERISA. In the event of Plan termination, participants will become 100% vested in their accounts.
7. Litigation
On April 30, 2007, a putative class action complaint was filed on behalf of a purported class
consisting of present and former participants and beneficiaries of the Plan, naming Beazer Homes,
certain of its current and former officers and directors and the Benefits Administration Committee
as defendants. The complaint was filed in the United States District Court for the Northern
District of Georgia. The complaint alleges breach of fiduciary duties, including those set forth in
ERISA as a result of the investment of retirement monies held by the Plan in common stock of Beazer
Homes at a time when participants were allegedly not provided timely, accurate and complete
information concerning Beazer Homes. Four additional lawsuits were filed subsequently on May 11,
2007, May 14, 2007, June 15, 2007 and July 27, 2007 in the United States District Court for the
Northern District of Georgia making similar allegations. The court has consolidated these five
lawsuits, and the plaintiffs are expected to file a consolidated amended complaint on June 27,
2008. The Company intends to vigorously defend against these actions. The Plan is not a party to
these matters.
11
8. Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for benefits per the financial statements
to the Form 5500 as of December 31, 2007 and 2006:
|
|
|
|
|
|
|
|
|
Statement of Net Assets Available for Benefits: |
|
2007 |
|
|
2006 |
|
Net assets available for benefits per the financial statements, at contract value |
|
$ |
101,038,368 |
|
|
$ |
124,155,623 |
|
Adjustment from contract value to fair value for fully
benefit-responsive investment contracts |
|
|
(170,476 |
) |
|
|
(167,529 |
) |
|
|
|
|
|
|
|
Net assets available for benefits per the financial statements, at fair value |
|
|
100,867,892 |
|
|
|
123,988,094 |
|
Deemed distributions |
|
|
(14,500 |
) |
|
|
(19,498 |
) |
|
|
|
|
|
|
|
Net assets available for benefits per Form 5500, at fair value |
|
$ |
100,853,392 |
|
|
$ |
123,968,596 |
|
|
|
|
|
|
|
|
The following is a reconciliation of net decrease in net assets available for benefits per the
financial statements for the years ended December 31, 2007 and 2006, to the Form 5500:
|
|
|
|
|
|
|
|
|
Statement of Changes in Net Assets Available for Benefits: |
|
2007 |
|
|
2006 |
|
Net decrease in net assets available for benefits per the financial statements |
|
$ |
(23,117,255 |
) |
|
$ |
(6,787,043 |
) |
Change in adjustment from contract value to fair value
for fully benefit-responsive investment contracts |
|
|
(2,947 |
) |
|
|
(167,529 |
) |
Change in deemed distributions |
|
|
4,998 |
|
|
|
(19,498 |
) |
|
|
|
|
|
|
|
Net loss per Form 5500 |
|
$ |
(23,115,204 |
) |
|
$ |
(6,974,070 |
) |
|
|
|
|
|
|
|
9. Department of Labor Audit
During November 2007, the U.S. Department of Labor (DOL) commenced an audit of the Plans records
for the years ended December 31, 2007, 2006 and 2005. At this time, the DOL has not concluded its
audit and the Company is unable to predict the outcome of the audit or its impact on the Plan.
12
SUPPLEMENTAL SCHEDULE
(See Report of Independent Registered Public
Accounting Firm)
13
Beazer Homes USA, Inc. 401(k) Plan
FORM 5500, SCHEDULE H, PART IV, LINE 4i SCHEDULE OF ASSETS (HELD AT END OF YEAR)
DECEMBER 31, 2007
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description of Investment, |
|
|
|
|
|
|
Identity of |
|
Including Maturity Date, Rate of Interest, |
|
|
|
Current |
(a) |
|
Issuer |
|
Collateral, Par, or Maturity Value |
|
Cost |
|
Value |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EMPLOYER SECURITIES: |
|
|
|
|
|
|
*
|
|
Beazer Homes USA, Inc.
|
|
Beazer Homes USA, Inc. Company Stock, 592,673 shares
|
|
**
|
|
$ |
4,403,558 |
|
*
|
|
Fidelity
|
|
Stock Purchase Money Markey Account
|
|
**
|
|
|
1,177 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beazer Homes USA, Inc. Stock Fund
|
|
|
|
|
4,404,735 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON/COLLECTIVE TRUST: |
|
|
|
|
|
|
*
|
|
Fidelity
|
|
Fidelity Managed Income Portfolio, 15,857,291 shares
|
|
**
|
|
|
15,686,815 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REGISTERED INVESTMENT COMPANY: |
|
|
|
|
|
|
|
|
PIMCO Advisors
|
|
PIMCO Total Return Fund, 386,950 shares
|
|
**
|
|
|
4,136,498 |
|
|
|
American Beacon
|
|
American Beacon Large Cap Value Fund, 323,864 shares
|
|
**
|
|
|
7,251,325 |
|
|
|
Goldman Sachs
|
|
Goldman Sachs Mid Cap Value Fund, 91,051 shares
|
|
**
|
|
|
3,245,046 |
|
|
|
Wells Fargo Funds
|
|
Wells Fargo Advantage Small Cap Value Fund, 152,519 shares
|
|
**
|
|
|
1,840,910 |
|
|
|
Columbia Funds
|
|
Columbia Acorn Fund, 150,569 shares
|
|
**
|
|
|
4,346,913 |
|
*
|
|
Fidelity
|
|
Spartan U.S. Equity Index Fund, 107,949 shares
|
|
**
|
|
|
5,602,535 |
|
*
|
|
Fidelity
|
|
Fidelity Contrafund, 201,576 shares
|
|
**
|
|
|
14,737,215 |
|
*
|
|
Fidelity
|
|
Fidelity Balanced Fund, 328,963 shares
|
|
**
|
|
|
6,450,963 |
|
*
|
|
Fidelity
|
|
Fidelity International Discovery Fund, 326,780 shares
|
|
**
|
|
|
14,077,663 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom Income Fund, 60,753 shares
|
|
**
|
|
|
695,617 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2000 Fund, 79 shares
|
|
**
|
|
|
982 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2005 Fund, 5,879 shares
|
|
**
|
|
|
69,314 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2010 Fund, 21,220 shares
|
|
**
|
|
|
314,475 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2015 Fund, 71,689 shares
|
|
**
|
|
|
893,963 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2020 Fund, 99,473 shares
|
|
**
|
|
|
1,572,674 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2025 Fund, 216,702 shares
|
|
**
|
|
|
2,856,138 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2030 Fund, 73,203 shares
|
|
**
|
|
|
1,209,320 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2035 Fund, 45,629 shares
|
|
**
|
|
|
624,206 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2040 Fund, 299,195 shares
|
|
**
|
|
|
2,911,167 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2045 Fund, 9,522 shares
|
|
**
|
|
|
108,078 |
|
*
|
|
Fidelity
|
|
Fidelity Freedom 2050 Fund, 708 shares
|
|
**
|
|
|
8,097 |
|
*
|
|
Fidelity
|
|
Fidelity Mid Cap Growth Fund, 365,276 shares
|
|
**
|
|
|
4,938,528 |
|
*
|
|
Fidelity
|
|
Self Managed Account Fidelity BrokerageLink
|
|
**
|
|
|
836,906 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
PARTICIPANT LOANS: |
|
|
|
|
|
|
*
|
|
Various participants
|
|
Participants loans made to participants, with interest
accruing at rates from 5.0% to 10.5%, and various
maturity dates through January 2019
|
|
**
|
|
|
2,047,809 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
100,867,892 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
* |
|
Party In Interest |
|
** |
|
Cost information is not required for participant-directed investments and, therefore, is not included. |
14
APPENDIX 2
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
We consent to the incorporation by reference in Registration Statements No. 33-91904, No.
333-24765 and No. 333-116573 on Form S-8 and Registration Statements No. 333-94843 and No.
333-117919 on Form S-3 of Beazer Homes USA, Inc. of our report dated June 19, 2008, appearing in
this Annual Report on Form 11-K of Beazer Homes USA, Inc. 401(k) Plan for the year ended December
31, 2007.
/s/ DELOITTE & TOUCHE LLP
Atlanta, Georgia
June 19, 2008