UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K/A
Annual Report Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
For the fiscal year ended November 1, 2003
Commission file number 0-6506
NOBILITY HOMES, INC.
(Name of issuer in its charter)
Florida 59-1166102
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
3741 S.W. 7th Street
Ocala, Florida 34474
(Address of principal executive offices) (Zip Code)
(352) 732-5157
(Issuer's telephone number, including area code)
Securities registered under Section 12(b) of the Act:
Title of each class Name of each exchange
------------------- on which registered
None -------------------
None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock $.10 par value
(Title of Class)
Indicate by check mark whether the issuer (1) has filed all reports required to
be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the past 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.
Indicate by checkmark whether the registrant is an accelerated filer (as defined
in Rule 12b-2 of the Act). Yes No X
State the aggregate market value of the voting stock held by non-affiliates of
the registrant on January 22, 2004, computed by reference to the average high
and low prices on that date: $15,817,543.50
(APPLICABLE ONLY TO CORPORATE ISSUERS)
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of January 22, 2004: 4,010,996 shares of common stock.
DOCUMENTS INCORPORATED BY REFERENCE Incorporated at
----------------------------------- ---------------
Nobility Homes, Inc. Proxy Statement for the 2004 Part III, Items 10,
Annual Meeting of Shareholders 11, 12, 13 and 24
Nobility Homes, Inc. is hereby amending the following items of its annual report
on Form 10-K for the fiscal year ended November 1, 2003:
Part II, Item 9A
Part IV, Item 15
PART II
Item 9A. Controls and Procedures
Evaluation of Disclosure Controls and Procedures. The Company's Chief Executive
Officer and Chief Financial Officer have evaluated the effectiveness of the
Company's disclosure controls and procedures (as such term is defined in Rules
13a - 14c and 15d - 14(c) under the Securities Exchange Act of 1934, as amended
(the "Exchange Act") as of the end of the period covered by this report (the
"Evaluation Date"). Based on such evaluation such officers have concluded that,
as of the Evaluation Date, the Company's disclosure controls and procedures are
effective in alerting them on a timely basis to material information relating to
the Company (including its consolidated subsidiaries) required to be included in
the Company's reports filed or submitted under the Exchange Act. There were no
significant changes in our internal controls or in other factors that could
significantly affect these controls subsequent to the date of their evaluation.
PART IV
Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K
------- ---------------------------------------------------------------
(a) Consolidated Financial Statements and Schedules:
Report of Tedder, James, Worden & Associates, P.A.
Report of PricewaterhouseCoopers LLP
Consolidated Balance Sheets at November 1, 2003 and November 2,
2002
Consolidated Statements of Income for the Years Ended November 1,
2003, November 2, 2002 and November 3, 2001
Consolidated Statements of Changes in Stockholders' Equity for the
Years Ended November 1, 2003, November 2, 2002 and November 3,
2001
Consolidated Statements of Cash Flows for the Years Ended November
1, 2003, November 2, 2002 and November 3, 2001
Notes to Consolidated Financial Statements
(b) Reports on Form 8-K:
None
(c) Exhibits:
3. (a) Nobility's Articles of Incorporation, as amended
(filed as an exhibit to Nobility's Form 10-K for the
fiscal year ended November 1, 1997 and incorporated
herein by reference).
(b) Bylaws, as amended March 28, 1994, (filed as an
exhibit to Nobility's Form 10-KSB for the fiscal year
ended October 29, 1994 and incorporated herein by
reference.)
10. (a) Joint Venture Agreement with 21st Century
Mortgage Corporation (filed as an exhibit to
Nobility's Form 10-K for the fiscal year ended
November 1, 1997 and incorporated herein by
reference).
(b) Stock Incentive Plan (filed as an exhibit to
Nobility's registration statement on Form S-8,
registration no. 333-44769, and incorporated herein
by reference).
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(c) Revolving Credit Agreement dated April 18, 2001 with
SunTrust Bank, a Georgia state-chartered bank (filed
as an exhibit to Nobility's Form 10-K for the fiscal
year ended November 3, 2001 and incorporated herein
by reference).
(d) Agreement dated September 7, 2001 between Nobility
and Terry E. Trexler relating to use of life
insurance proceeds (filed as an exhibit to Nobility's
Form 10-K for the fiscal year ended November 3, 2001
and incorporated herein by reference).
13. Consolidated Financial Statements from 2003 Annual Report to
Shareholders (incorporated by reference to Exhibit 13 to
Nobility's Form 10-K for the fiscal year ended November 1,
2003 filed January 30, 2004).
14. Code of Ethics (incorporated by reference to Exhibit 14 to
Nobility's Form 10-K for the fiscal year ended November 1,
2003 filed January 30, 2004).
21. Subsidiaries of Nobility (incorporated by reference to
Exhibit 21 to Nobility's Form 10-K for the fiscal year ended
November 1, 2003 filed January 30, 2004)..
23. (a) Consent of Tedder, James, Worden & Associates, P.A.
(incorporated by reference to Exhibit 23(a) to
Nobility's Form 10-K for the fiscal year ended
November 1, 2003 filed January 30, 2004).
(b) Consent of PricewaterhouseCoopers LLP (incorporated
by reference to Exhibit 23(b) to Nobility's Form 10-K
for the fiscal year ended November 1, 2003 filed
January 30, 2004)..
31. (a) Written Statement of Chief Executive Officer
pursuant to Section 302 of the Sarbanes-Oxley Act and
Rule 13a-14(a)or 15d-14(a) under the Securities
Exchange Act of 1934.
(b) Written Statement of Chief Executive Officer pursuant
to Section 302 of the Sarbanes-Oxley Act and Rule
13a-14(a)or 15d-14(a) under the Securities Exchange
Act of 1934.
32. (a) Written Statement of Chief Executive Officer pursuant
to 18 U.S.C. ss.1350.
(b) Written Statement of Chief Financial Officer pursuant
to 18 U.S.C. ss.1350.
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SIGNATURES
Pursuant to the requirements of Section 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.
NOBILITY HOMES, INC.
DATE: April 5, 2004 By: /s/ Terry E. Trexler
-------------------------------------
Terry E. Trexler, Chairman,
President and Chief Executive Officer
DATE: April 5, 2004 By: /s/ Thomas W. Trexler
-------------------------------------
Thomas W. Trexler, Executive Vice
President, and Chief Executive
Officer
DATE: April 5, 2004 By: /s/ Lynn J. Cramer, Jr.
-------------------------------------
Lynn J. Cramer, Jr., Treasurer
and Principal Accounting Officer
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EXHIBIT INDEX
3. (a) Nobility's Articles of Incorporation, as amended (filed as an
exhibit to Nobility's Form 10-K for the fiscal year ended
November 1, 1997 and incorporated herein by reference).
(b) Bylaws, as amended March 28, 1994, (filed as an exhibit to
Nobility's Form 10-KSB for the fiscal year ended October 29,
1994 and incorporated herein by reference.)
10. (a) Joint Venture Agreement with 21st Century Mortgage Corporation
(filed as an exhibit to Nobility's Form 10-K for the fiscal
year ended November 1, 1997 and incorporated herein by
reference).
*(b) Stock Incentive Plan (filed as an exhibit to Nobility's
registration statement on Form S-8, registration no.
333-44769, and incorporated herein by reference).
(c) Revolving Credit Agreement dated April 18, 2001 with SunTrust
Bank, a Georgia state-chartered bank (filed as an exhibit to
Nobility's Form 10-K for the fiscal year ended November 3,
2001 and incorporated herein by reference).
(d) Agreement dated September 7, 2001 between Nobility and Terry
E. Trexler relating to use of life insurance proceeds (filed
as an exhibit to Nobility's Form 10-K for the fiscal year
ended November 3, 2001 and incorporated herein by reference).
13. Consolidated Financial Statements from 2002 Annual Report to
Shareholders (incorporated by reference to Exhibit 13 to Nobility's
Form 10-K for the fiscal year ended November 1, 2003 filed January 30,
2004).
14. Code of Ethics (incorporated by reference to Exhibit 14 to Nobility's
Form 10-K for the fiscal year ended November 1, 2003 filed January 30,
2004).
21. Subsidiaries of Nobility (incorporated by reference to Exhibit 21 to
Nobility's Form 10-K for the fiscal year ended November 1, 2003 filed
January 30, 2004).
23. (a) Consent of Tedder, James, Worden & Associates, P.A.
(incorporated by reference to Exhibit 23(a) to Nobility's Form
10-K for the fiscal year ended November 1, 2003 filed January
30, 2004).
(b) Consent of PricewaterhouseCoopers LLP (incorporated by
reference to Exhibit 23(b) to Nobility's Form 10-K for the
fiscal year ended November 1, 2003 filed January 30, 2004).
31. (a) Written Statement of Chief Executive Officer pursuant to
Section 302 of the Sarbanes- Oxley Act and Rule 13a-14(a)or
15d-14(a) under the Securities Exchange Act of 1934.
(b) Written Statement of Chief Executive Officer pursuant to
Section 302 of the Sarbanes-Oxley Act and Rule 13a-14(a)or
15d-14(a) under the Securities Exchange Act of 1934.
32. (a) Written Statement of Chief Executive Officer pursuant to 18
U.S.C. ss.1350.
(b) Written Statement of Chief Financial Officer pursuant to 18
U.S.C. ss.1350.
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* Management Remuneration Plan.
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