Form 11-K
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_______________________________________
FORM
11-K
/X/
ANNUAL REPORT PURSUANT TO SECTION 15 (d)
OF
THE SECURITIES EXCHANGE ACT OF 1934
For
the year fiscal ended December 31, 2006
OR
/
/ 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
|
A. |
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
|
B. |
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, 2006 and 2005, and the
supplemental schedules, 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 Plan’s 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.
BEAZER
HOMES USA, INC. 401(k) PLAN
|
|
|
|
By:
|
|
|
|
/s/
Jennifer P. Jones
|
June
28, 2007
|
Jennifer
P. Jones
|
|
Plan
Administrator
|
|
Beazer Homes USA, Inc. |
|
|
|
/s/
Allan P. Merrill
|
June
28, 2007
|
Allan
P. Merrill
|
|
Executive
Vice-President and Chief Financial Officer
|
|
Beazer
Homes USA, Inc.
|
|
APPENDIX
1
Beazer
Homes USA, Inc.
401(k)
Plan
Financial
Statements as of and for the Years Ended
December
31, 2006 and 2005, Supplemental Schedules and
Report
of Independent Registered
Public Accounting Firm
Beazer
Homes USA, Inc.
401(k)
Plan
Table
of Contents
Report
of Independent Registered Public Accounting Firm
|
3
|
|
|
Financial
Statements:
|
|
Statements
of Net Assets Available for Benefits
|
|
as
of December 31, 2006 and 2005
|
4
|
|
|
Statements
of Changes in Net Assets Available for Benefits
|
|
for
the Years Ended December 31, 2006 and 2005
|
5
|
|
|
Notes
to Financial Statements
|
6
|
|
|
Supplemental
Schedules:
|
|
|
|
Form
5500, Schedule H, Part IV, Line 4i-Schedule of Assets
|
|
(Held at End of Year) as
of December 31, 2006 |
14 |
|
|
Form
5500, Schedule H, Part IV, Question 4a-Delinquent Participant
|
|
Contributions
for the Year Ended December 31, 2006
|
15
|
All
other schedules required by Section 2520.103-10 of the Department of Labor’s
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.
REPORT
OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
To
the Participants in and the Plan Administrator of
Beazer
Homes USA, Inc. 401(k) Plan:
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, 2006 and
2005, 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 Plan’s 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 Plan’s 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, 2006 and
2005, 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 schedules are presented
for the purpose of additional analysis and are not a required part of the basic
financial statements, but are supplementary information required by the
Department of Labor’s Rules and Regulations for Reporting and Disclosure under
the Employee Retirement Income Security Act of 1974. These schedules are the
responsibility of the Plan’s management. Such schedules have been subjected to
the auditing procedures applied in our audit of the basic 2006 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
28, 2007
Beazer
Homes USA, Inc.
|
401(k)
Plan
|
Statements
of Net Assets Available for Benefits
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December
31,
|
|
|
|
|
|
|
|
|
|
2006
|
|
2005
|
|
Assets
|
|
|
|
|
|
|
|
Participant-directed
investments,
|
|
|
|
|
|
|
|
At
fair value
|
|
$
|
123,525,061
|
|
$
|
130,173,658
|
|
|
|
|
|
|
|
|
|
Receivables
|
|
|
|
|
|
|
|
Participant
contributions
|
|
|
329,965
|
|
|
413,164
|
|
Employer
contributions
|
|
|
131,098
|
|
|
160,561
|
|
Unsettled
trades
|
|
|
1,970
|
|
|
-
|
|
Total
contributions receivable
|
|
|
463,033
|
|
|
573,725
|
|
|
|
|
|
|
|
|
|
Net
assets available for benefits, at fair value
|
|
|
123,988,094
|
|
|
130,747,383
|
|
Adjustment
from fair value to contract value for
|
|
|
|
|
|
|
|
fully
benefit-responsive investment contracts
|
|
|
167,529
|
|
|
195,283
|
|
Net
assets available for benefits
|
|
$
|
124,155,623
|
|
$
|
130,942,666
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to financial statements.
|
|
|
|
|
|
|
|
Beazer
Homes USA, Inc.
|
401(k)
Plan
|
Statements
of Changes in Net Assets Available for
Benefits
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year
Ended
|
|
|
|
December
31,
|
|
|
|
|
|
|
|
|
|
2006
|
|
2005
|
|
Additions:
|
|
|
|
|
|
|
|
Contributions:
|
|
|
|
|
|
|
|
Participants
|
|
$
|
16,047,587
|
|
$
|
13,734,569
|
|
Employer
|
|
|
5,400,216
|
|
|
4,314,265
|
|
Rollovers
|
|
|
1,129,642
|
|
|
1,619,210
|
|
Total
contributions
|
|
|
22,577,445
|
|
|
19,668,044
|
|
|
|
|
|
|
|
|
|
Investment
(loss) income:
|
|
|
|
|
|
|
|
Interest
and dividends
|
|
|
4,841,810
|
|
|
1,943,314
|
|
Net
(depreciation) appreciation in fair value of investments
|
|
|
(16,043,321
|
)
|
|
22,775,100
|
|
Net
investment (loss) income
|
|
|
(11,201,511
|
)
|
|
24,718,414
|
|
|
|
|
|
|
|
|
|
Total
additions
|
|
|
11,375,934
|
|
|
44,386,458
|
|
|
|
|
|
|
|
|
|
Deductions:
|
|
|
|
|
|
|
|
Distributions
to participants
|
|
|
(18,149,063
|
)
|
|
(10,740,542
|
)
|
Administrative
expenses
|
|
|
(13,914
|
)
|
|
(158,812
|
)
|
Total
deductions
|
|
|
(18,162,977
|
)
|
|
(10,899,354
|
)
|
|
|
|
|
|
|
|
|
Net
(decrease) increase in net assets available for
|
|
|
|
|
|
|
|
benefits
|
|
|
(6,787,043
|
)
|
|
33,487,104
|
|
|
|
|
|
|
|
|
|
Net
assets available for benefits:
|
|
|
|
|
|
|
|
Beginning
of year
|
|
|
130,942,666
|
|
|
97,455,562
|
|
End
of year
|
|
$
|
124,155,623
|
|
$
|
130,942,666
|
|
|
|
|
|
|
|
|
|
See
accompanying notes to financial statements.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Beazer
Homes USA, Inc.
401(k)
Plan
Notes
to Financial Statements
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 Plan’s 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 Company’s
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,
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 $15,000 ($20,000 for participants who are at least
50
years old) for the year ended December 31, 2006 and
$14,000 ($18,000 for participants who are at least 50 years old) for the year
ended December 31, 2005. 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 $15,000 for the year ended December
31,
2006 and $14,000 for the year ended December 31, 2005. In addition, the
Company's 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, 2006 and
2005.
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, 2006 or
2005.
Participant
Accounts
-
Individual accounts are maintained for each Plan participant. Participant
accounts are credited with participant and Company contributions and an
allocation of the Plan’s earnings and charged with withdrawals and an allocation
of the Plan’s 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 participant’s account bears to the total of all
participants’ accounts within specified investment funds.
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.
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.
Prior to January 3, 2006, Princeton Retirement Group, Inc. served as the
recordkeeper and AMVESCAP National Trust Company (“AMVESCAP”) served as trustee
for the Plan. 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:
Completed
Years of Service
|
Percentage
Vested
|
|
|
Less
than two years
|
0%
|
Two,
but less than three years
|
25%
|
Three,
but less than four years
|
50%
|
Four,
but less than five years
|
75%
|
Five
years or more
|
100%
|
Amounts
forfeited upon termination are used to reduce future Company contributions.
At
December 31, 2006 and 2005, forfeited non-vested accounts available to reduce
future Company contributions totaled $692,501 and $164,718, respectively. During
the years ended December 31, 2006 and 2005 the Company’s contributions were
reduced by $988,109 and $1,147,386 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.
Loans
and Withdrawals
-
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 participant’s 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%
(9.25% and 8.25% at December 31, 2006 and 2005, respectively). The loan balance
is collateralized by the participant’s account. Upon retirement or termination
of the participant’s employment, distributions 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. In 2005, a
recordkeeping charge of $15 per participant per year was assessed by the
previous recordkeeper. Under the current recordkeeper, the Plan is no longer
assessed a recordkeeping charge per participant.
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.
New
Accounting Pronouncements
-
As described in 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"), investment contracts held by a defined contribution plan are required
to
be reported at fair value. However, contract value is the relevant measurement
attribute for that portion of the net assets available for benefits of a defined
contribution plan attributable to fully benefit-responsive investment contracts
because contract value is the amount participants would receive if they were
to
initiate permitted transactions under the terms of the plan. As required by
the
FSP, the Plan adopted the FSP for the year ended December 31, 2006, with
retroactive application to the year ended December 31, 2005. As of December
31,
2006 and 2005, the Statement of Net Assets Available for Benefits presents
the
fair value of investments as well as the adjustment of the fully
benefit-responsive investment contracts from fair value to contract value.
The
Statement of Changes in Net Assets Available for Benefits is prepared on a
contract value basis and was not affected by the adoption of the FSP. The
adoption of the FSP did not impact the amount of net assets available for
benefits as of December 31, 2005.
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.
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.
Use
of Estimates
-
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 common and collective trust funds. 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.
Common Collective Trust Fund
The
Plan invests in the Fidelity Managed Income Portfolio (“MIP”), which is a common
collective trust fund managed by Fidelity. The MIP is an open-end commingled
pool of the Fidelity Group Trust for Employee Benefit Plans and is dedicated
exclusively to the management of assets of defined contribution plans. The
MIP
invests in underlying assets, typically fixed income securities or bond funds
and enters into liquidity agreements (“wrapper” contracts) issued by insurance
companies and other financial institutions for a fee. A portion of the MIP
is
invested in a money market fund to provide daily liquidity. The MIP is credited
with earnings on the underlying investments and charged for participant
withdrawals and administrative expenses. The wrap issuer guarantees a minimum
rate of return and provides full benefit responsiveness, provided that all
terms
of the wrap contract have been met. Wrappers are normally purchased from issuers
rated in the top three long-term ratings categories (equaling A- or above).
The
fair value of the MIP equals the total of the fair value of the underlying
assets plus the total wrapper rebid value, which is calculated by discounting
the annual rebid fee, due to rebid, over the duration of the contract assets.
In
determining the net assets available for benefits, the fully benefit-responsive
investment contracts held by the MIP are recorded at their contract values,
which are equal to principal balance plus accrued interest.
There
are no reserves against contract value for credit risk of the wrapper contract
issuer. The crediting interest rate is based on a formula agreed upon with
the
issuer, but it may not be less than zero percent. Such interest rates are
reviewed on a quarterly basis for resetting. Certain events limit the ability
of
the Plan to transact at contract value with the issuer. However, the Plan’s
management does not believe that the occurrence of any such event, which would
limit the Plan's ability to transact at contract value with participants, is
probable. The issuer may terminate the contract for cause at any
time.
The
following is a reconciliation from fair value to contract value for common
collective trust funds holding investments in fully benefit-responsive
investment contracts at December 31, 2006 and 2005:
|
|
2006
|
|
2005
|
|
|
|
Fidelity
Managed
Income
Portfolio
|
|
INVESCO
Stable
Value
Trust
|
|
|
|
|
|
|
|
Common
collective trust fund, at fair value
|
|
$
|
16,635,047
|
|
$
|
12,586,785
|
|
Adjustment
from fair value to contract value for
|
|
|
|
|
|
|
|
fully
benefit-responsive investment contracts
|
|
|
167,529
|
|
|
195,283
|
|
Common
collective trust fund, at contract value
|
|
$
|
16,802,576
|
|
$
|
12,782,068
|
|
The
average yield earned by the Plan for all fully benefit-responsive investment
contracts held by the Plan’s common collective trust fund based on earnings was
approximately 4.84% and 4.87% at December 31, 2006 and 2005, respectively.
The
average yield earned by the Plan for all fully benefit-responsive investment
contracts held by the Plan’s common collective trust fund based on the actual
interest rate credited to participants was approximately 4.27% and 4.51% at
December 31, 2006 and 2005, respectively.
4.
Investments
The
following table presents the investments that represent 5% or more of the Plan’s
net assets available for benefits as of December 31, 2006 and 2005:
|
|
2006
|
|
2005
|
|
|
|
Shares
|
|
Amount
|
|
Units
|
|
Amount
|
|
Beazer
Homes USA, Inc. Company Stock Fund
|
|
|
629,185
|
|
$
|
29,579,092
|
|
|
559,449
|
|
$
|
59,381,317
|
|
Fidelity
Managed Income Portfolio (at contract value)
|
|
|
16,802,576
|
|
|
16,802,576
|
|
|
-
|
|
|
-
|
|
Fidelity
Contrafund
|
|
|
196,952
|
|
|
12,841,299
|
|
|
-
|
|
|
-
|
|
Fidelity
International Discovery Fund
|
|
|
309,628
|
|
|
11,741,083
|
|
|
-
|
|
|
-
|
|
American
Beacon Large Cap Value Fund
|
|
|
343,393
|
|
|
7,822,495
|
|
|
-
|
|
|
-
|
|
Spartan
U.S. Equity Index Fund
|
|
|
131,549
|
|
|
6,601,129
|
|
|
-
|
|
|
-
|
|
Fidelity
Balanced Fund
|
|
|
320,476
|
|
|
6,226,854
|
|
|
-
|
|
|
-
|
|
INVESCO
Stable Value Trust (at contract value)
|
|
|
-
|
|
|
-
|
|
|
12,782,068
|
|
|
12,782,068
|
|
American
Growth Fund of America
|
|
|
-
|
|
|
-
|
|
|
339,623
|
|
|
10,480,769
|
|
American
EuroPacific Growth Fund
|
|
|
-
|
|
|
-
|
|
|
185,978
|
|
|
7,643,690
|
|
AIM
Large Cap Basic Value Fund
|
|
|
-
|
|
|
-
|
|
|
480,957
|
|
|
6,896,929
|
|
INVESCO
500 Index Trust
|
|
|
-
|
|
|
-
|
|
|
159,081
|
|
|
5,179,675
|
|
Franklin
Small-Mid Cap Growth Fund
|
|
|
-
|
|
|
-
|
|
|
133,161
|
|
|
5,022,825
|
|
AIM
Basic Balanced Fund - Investor
|
|
|
-
|
|
|
-
|
|
|
403,513
|
|
|
4,943,031
|
|
Net
(depreciation) appreciation in fair value of investments, includes
realized and unrealized gains and losses on investments, for the years ended
December 31, 2006 and 2005 is comprised of the following:
|
|
2006
|
|
2005
|
|
Beazer
Homes USA, Inc. Company Stock Fund
|
|
$
|
(19,892,451
|
)
|
$
|
19,210,525
|
|
PIMCO
Total Return Fund
|
|
|
(52,984
|
)
|
|
-
|
|
American
Beacon Large Cap Value Fund
|
|
|
833,330
|
|
|
-
|
|
Goldman
Sachs Mid Cap Value Fund
|
|
|
160,897
|
|
|
-
|
|
Wells
Fargo Advantage Small Cap Value Fund
|
|
|
90,586
|
|
|
-
|
|
Columbia
Acorn Fund
|
|
|
141,827
|
|
|
-
|
|
Spartan
U.S. Equity Index Fund
|
|
|
691,232
|
|
|
-
|
|
Fidelity
Contrafund
|
|
|
(169,018
|
)
|
|
-
|
|
Fidelity
Balanced Fund
|
|
|
122,074
|
|
|
-
|
|
Fidelity
International Discovery Fund
|
|
|
1,472,138
|
|
|
-
|
|
Fidelity
Freedom Income Fund
|
|
|
6,458
|
|
|
-
|
|
Fidelity
Freedom 2005 Fund
|
|
|
179
|
|
|
-
|
|
Fidelity
Freedom 2010 Fund
|
|
|
9,355
|
|
|
-
|
|
Fidelity
Freedom 2015 Fund
|
|
|
23,192
|
|
|
-
|
|
Fidelity
Freedom 2020 Fund
|
|
|
36,750
|
|
|
-
|
|
Fidelity
Freedom 2025 Fund
|
|
|
100,340
|
|
|
-
|
|
Fidelity
Freedom 2030 Fund
|
|
|
27,097
|
|
|
-
|
|
Fidelity
Freedom 2035 Fund
|
|
|
17,329
|
|
|
-
|
|
Fidelity
Freedom 2040 Fund
|
|
|
99,842
|
|
|
-
|
|
Fidelity
Mid Cap Growth Fund
|
|
|
225,431
|
|
|
-
|
|
AIM
Large Cap Basic Value Fund
|
|
|
-
|
|
|
413,137
|
|
American
Growth Fund of America
|
|
|
-
|
|
|
1,053,155
|
|
AIM
Basic Balanced Fund - Investor
|
|
|
-
|
|
|
36,589
|
|
Franklin
Small-Mid Cap Growth Fund
|
|
|
-
|
|
|
416,208
|
|
American
EuroPacific Growth Fund
|
|
|
-
|
|
|
868,797
|
|
INVESCO
500 Index Trust
|
|
|
-
|
|
|
226,105
|
|
PIMCO
Total Return Fund
|
|
|
-
|
|
|
(70,785
|
)
|
Royce
Low-Priced Stock Fund
|
|
|
-
|
|
|
361
|
|
Dow
Jones Target 2025 Fund
|
|
|
-
|
|
|
89,259
|
|
Dow
Jones Target 2045 Fund
|
|
|
-
|
|
|
99,946
|
|
Columbia
Acorn Fund - A
|
|
|
-
|
|
|
104,476
|
|
MAS
Mid Cap Value - Advisor Class Fund
|
|
|
-
|
|
|
131,567
|
|
AIM
Dynamics Fund - Investor Class
|
|
|
-
|
|
|
87,757
|
|
Putnam
Research Fund
|
|
|
-
|
|
|
24,312
|
|
Dow
Jones Target Today Fund
|
|
|
-
|
|
|
8,910
|
|
Self
Managed Accounts
|
|
|
13,075
|
|
|
74,781
|
|
Total
|
|
$
|
(16,043,321
|
)
|
$
|
22,775,100
|
|
Effective
January 3, 2006, in connection with the change in trustees from AMVESCAP 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 Plan’s 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 Plan’s management
believes that the Plan is currently designed and being operated in compliance
with the applicable requirements of the IRC. Therefore, no provision for income
taxes has been included in the Plan’s financial statements.
6. |
Party-In-Interest
Transactions
|
Party-in-interest
investments held by the Plan included 629,185 shares and 781,342 shares of
Beazer Homes USA, Inc. common stock at December 31, 2006 and 2005, with a fair
value of approximately $29.6 million and $56.9 million, respectively. Dividend
income earned on Beazer Homes USA, Inc. common stock was approximately $227,000
and $315,000 for the years ended December 31, 2006 and 2005,
respectively.
As
of December 31, 2006, 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.
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.
8. |
Reconciliation
of Financial Statements to Form
5500
|
The
following is a reconciliation of net assets available for benefits per the
financial statements at December 31, 2006 to Form 5500:
Statement
of Net Assets Available for Benefits:
|
|
|
2006
|
Net
assets available for benefits per the financial statements, at
contract
value
|
|
$ |
124,155,623
|
Adjustment
from contract value to fair value for fully
|
|
|
|
benefit-responsive
investment contracts
|
|
|
(167,529)
|
Net
assets available for benefits per the financial statements, at
fair value
|
|
|
123,988,094
|
Deemed
distributions
|
|
|
(19,498)
|
Net
assets available for benefits per Form 5500, at fair value
|
|
$ |
123,988,094
|
The
following is a reconciliation of net decrease in net assets available for
benefits per the financial statements for the year ended December 31, 2006,
to
Form 5500:
Statement
of Changes in Net Assets Available for Benefits:
|
|
|
2006
|
Net
decrease in net assets available for benefits per the financial
statements
|
|
$
|
(6,787,043)
|
Adjustment
from contract value to fair value for fully
|
|
|
|
benefit-responsive
investment contracts
|
|
|
(167,529)
|
Deemed
distributions
|
|
|
(19,498)
|
Net
loss per Form 5500
|
|
$
|
(6,974,070)
|
SUPPLEMENTAL
SCHEDULES
(See
Report of Independent Registered Public
Accounting
Firm)
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, 2006
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Description
of Investment,
|
|
|
|
|
|
|
|
Identity
of
|
|
Including
Maturity Date, Rate of Interest,
|
|
|
|
|
Current
|
(a)
|
|
Issuer
|
|
Collateral,
Par, or Maturity Value
|
|
Cost
|
|
|
Value
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EMPLOYER
SECURITIES:
|
|
|
|
|
|
*
|
|
Bazer
Homes USA, Inc.
|
|
Beazer
Homes USA, Inc. Company Stock
|
|
**
|
|
$
|
29,577,979
|
*
|
|
Fidelity
|
|
Stock
Purchase Money Markey Account
|
|
**
|
|
|
1,113
|
|
|
|
|
Beazer
Homes USA, Inc. Stock Fund, 629,185 shares
|
|
|
|
|
29,579,092
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
COMMON/COLLECTIVE
TRUST:
|
|
|
|
|
|
*
|
|
Fidelity
|
|
Fidelity
Managed Income Portfolio, 16,802,576 shares
|
|
**
|
|
|
16,635,047
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
REGISTERED
INVESTMENT COMPANY:
|
|
|
|
|
|
|
|
PIMCO
Advisors
|
|
PIMCO
Total Return Fund, 353,609 shares
|
|
**
|
|
|
3,670,460
|
|
|
American
Beacon
|
|
American
Beacon Large Cap Value Fund, 343,393 shares
|
|
**
|
|
|
7,822,495
|
|
|
Goldman
Sachs
|
|
Goldman
Sachs Mid Cap Value Fund, 76,210 shares
|
|
**
|
|
|
2,965,339
|
|
|
Wells
Fargo Funds
|
|
Wells
Fargo Advantage Small Cap Value Fund, 163,100 shares
|
|
**
|
|
|
2,578,615
|
|
|
Columbia
Funds
|
|
Columbia
Acorn Fund, 147,597 shares
|
|
**
|
|
|
4,283,256
|
*
|
|
Fidelity
|
|
Spartan
U.S. Equity Index Fund, 131,549 shares
|
|
**
|
|
|
6,601,129
|
*
|
|
Fidelity
|
|
Fidelity
Contrafund, 196,952 shares
|
|
**
|
|
|
12,841,299
|
*
|
|
Fidelity
|
|
Fidelity
Balanced Fund, 320,476 shares
|
|
**
|
|
|
6,226,854
|
*
|
|
Fidelity
|
|
Fidelity
International Discovery Fund, 309,628 shares
|
|
**
|
|
|
11,741,083
|
*
|
|
Fidelity
|
|
Fidelity
Freedom Income Fund, 62,446 shares
|
|
**
|
|
|
720,628
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2005 Fund, 1,509 shares
|
|
**
|
|
|
17,520
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2010 Fund, 23,467 shares
|
|
**
|
|
|
343,089
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2015 Fund, 76,785 shares
|
|
**
|
|
|
936,780
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2020 Fund, 77,058 shares
|
|
**
|
|
|
1,196,716
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2025 Fund, 201,593 shares
|
|
**
|
|
|
2,574,341
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2030 Fund, 44,813 shares
|
|
**
|
|
|
718,354
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2035 Fund, 34,896 shares
|
|
**
|
|
|
460,273
|
*
|
|
Fidelity
|
|
Fidelity
Freedom 2040 Fund, 247,966 shares
|
|
**
|
|
|
2,350,721
|
*
|
|
Fidelity
|
|
Fidelity
Mid Cap Growth Fund, 443,185 shares
|
|
**
|
|
|
6,191,288
|
*
|
|
Fidelity
|
|
Self
Managed Account - Fidelity BrokerageLink
|
|
**
|
|
|
861,235
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
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
|
|
**
|
|
|
2,209,447
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
$
123,525,061
|
*
|
Party
In Interest
|
**
|
Cost
information is not required for participant-directed investments
and,
therefore, is not included.
|
Beazer
Homes USA, Inc.
|
401(k)
Plan
|
|
|
|
|
|
|
|
FORM
5500, SCHEDULE H, PART IV, QUESTION 4a - DELINQUENT PARTICIPANT
CONTRIBUTIONS
|
FOR
THE YEAR ENDED DECEMBER 31, 2006
|
|
|
|
|
|
|
|
Question
4a “Did the employer fail to transmit to the plan any participant
contributions within the time period described in 29 CFR 2510.3-102,” was
answered “yes.”
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Identity
of Party
|
|
Relationship
to Plan, Employer,
|
|
|
|
|
Involved
|
|
or
Other Party-in-Interest
|
|
Description
of Transactions
|
|
Amount
|
|
|
|
|
|
|
|
Beazer
Homes USA, Inc.
|
|
Employer/Plan
Sponsor
|
|
Participant
contributions for employees were not funded within the time period
prescribed by D.O.L. Regulation 2510.3-102.
|
|
$
1,116
|
|
|
|
|
|
|
|
|
|
|
|
The
March 2006 participant contributions for twenty employees were
deposited
on October 10, 2006
|
|
|
|
|
|
|
|
|
|
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, No. 333-69398, No. 333-101142,
and No. 333-116573 of Beazer Homes USA, Inc. on Form S-8 of our report
dated June 28, 2007, appearing in this Annual Report on Form 11-K of Beazer
Homes USA, Inc. 401(k) Plan for the year ended December 31, 2006.
/s/
DELOITTE & TOUCHE LLP
Atlanta,
Georgia
June
28, 2007