UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended July ~~3, 2021~~2, 2022


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number 000-08822

CAVCO INDUSTRIES INC.

(Exact name of registrant as specified in its charter)

Delaware

56-2405642

(State or other jurisdiction of
incorporation or organization)

(I.R.S. Employer
Identification No.)

3636 North Central Ave, Ste 1200

Phoenix

Arizona

85012

(Address of principal executive offices, including zip code)

(602) 256-6263

(Registrant's telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

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


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

Indicate by check mark whether the registrant (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 ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting ~~company"~~company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.


Large Accelerated Filer	☒	Accelerated Filer	☐
Non-accelerated Filer	☐	Smaller Reporting Company	☐
Emerging Growth Company	☐

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

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

As of July ~~30, 2021, 9,187,030~~29, 2022, 8,894,547 shares of the registrant's Common Stock, $.01 par value, were outstanding.

CAVCO INDUSTRIES, INC.

FORM 10-Q

July ~~3, 2021~~2, 2022

TABLE OF CONTENTS


			Page
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
Consolidated Balance Sheets as of July ~~3, 2021~~2, 2022 (unaudited) and April ~~3, 2021~~2, 2022			1
Consolidated Statements of Comprehensive Income (unaudited) for the three months ended July 2, 2022 and July 3, 2021 ~~and June 27, 2020~~			2
Consolidated Statements of Cash Flows (unaudited) for the three months ended July 2, 2022 and July 3, 2021 ~~and June 27, 2020~~			3
Notes to Consolidated Financial Statements			4
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations			18
Item 3. Quantitative and Qualitative Disclosures About Market Risk			2425
Item 4. Controls and Procedures			25
PART II. OTHER INFORMATION
Item 1. Legal Proceedings			26
Item 1A. Risk Factors			26
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			26
Item 3. Not applicable
Item 4. Not applicable
Item 5. Other Information			26
Item 6. Exhibits			27
SIGNATURES			28

Table of Contents

PART 1. FINANCIAL INFORMATION

Item 1. Financial Statements

CAVCO INDUSTRIES, INC.

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands, except per share amounts)


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
ASSETS	ASSETS	(Unaudited)				ASSETS	(Unaudited)
Current assets	Current assets					Current assets
Cash and cash equivalents	Cash and cash equivalents	$	329,753	$	322,279	Cash and cash equivalents	$	238,072	$	244,150
Restricted cash, current	Restricted cash, current	16,728		16,693		Restricted cash, current	14,555		14,849
Accounts receivable, net	Accounts receivable, net	51,054		47,396		Accounts receivable, net	108,128		96,052
Short-term investments	Short-term investments	19,749		19,496		Short-term investments	15,864		20,086
Current portion of consumer loans receivable, net	Current portion of consumer loans receivable, net	32,429		37,690		Current portion of consumer loans receivable, net	20,888		20,639
Current portion of commercial loans receivable, net	Current portion of commercial loans receivable, net	16,500		14,568		Current portion of commercial loans receivable, net	33,710		32,272
Current portion of commercial loans receivable from affiliates, net	Current portion of commercial loans receivable from affiliates, net	2,113		4,664		Current portion of commercial loans receivable from affiliates, net	145		372
Inventories	Inventories	150,917		131,234		Inventories	254,722		243,971
Prepaid expenses and other current assets	Prepaid expenses and other current assets	48,621		57,779		Prepaid expenses and other current assets	61,941		71,726
Total current assets	Total current assets	667,864		651,799		Total current assets	748,025		744,117
Restricted cash	Restricted cash	335		335		Restricted cash	335		335
Investments	Investments	38,192		35,010		Investments	36,815		34,933
Consumer loans receivable, net	Consumer loans receivable, net	35,095		37,108		Consumer loans receivable, net	28,699		29,245
Commercial loans receivable, net	Commercial loans receivable, net	21,245		20,281		Commercial loans receivable, net	36,811		33,708
Commercial loans receivable from affiliates, net	Commercial loans receivable from affiliates, net	4,730		4,801		Commercial loans receivable from affiliates, net	1,652		2,214
Property, plant and equipment, net	Property, plant and equipment, net	97,981		96,794		Property, plant and equipment, net	185,534		164,016
Goodwill	Goodwill	75,090		75,090		Goodwill	100,993		100,993
Other intangibles, net	Other intangibles, net	14,190		14,363		Other intangibles, net	27,951		28,459
Operating lease right-of-use assets	Operating lease right-of-use assets	16,150		16,252		Operating lease right-of-use assets	16,985		16,952
Total assets	Total assets	$	970,872	$	951,833	Total assets	$	1,183,800	$	1,154,972
LIABILITIES AND STOCKHOLDERS' EQUITY
LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND STOCKHOLDERS' EQUITY						LIABILITIES, REDEEMABLE NONCONTROLLING INTEREST, AND STOCKHOLDERS' EQUITY
Current liabilities	Current liabilities					Current liabilities
Accounts payable	Accounts payable	$	30,175	$	32,120	Accounts payable	$	44,897	$	43,082
Accrued expenses and other current liabilities	Accrued expenses and other current liabilities	210,190		203,133		Accrued expenses and other current liabilities	259,778		251,088
Current portion of secured financings and other		1,822		1,851
Total current liabilities	Total current liabilities	242,187		237,104		Total current liabilities	304,675		294,170
Operating lease liabilities	Operating lease liabilities	13,085		13,361		Operating lease liabilities	13,135		13,158
Secured financings and other		9,927		10,335
Other liabilities						Other liabilities	10,695		10,836
Deferred income taxes	Deferred income taxes	6,606		7,393		Deferred income taxes	3,056		5,528
Redeemable noncontrolling interest						Redeemable noncontrolling interest	677		825
Stockholders' equity	Stockholders' equity					Stockholders' equity
Preferred stock, $0.01 par value; 1,000,000 shares authorized; NaN shares issued or outstanding		0		0
Common stock, $0.01 par value; 40,000,000 shares authorized; Issued 9,245,721 and 9,241,256 shares, respectively		92		92
Treasury stock, at cost; 67,901 and 6,600 shares, respectively		(14,283)		(1,441)
Preferred stock, $0.01 par value; 1,000,000 shares authorized; No shares issued or outstanding						Preferred stock, $0.01 par value; 1,000,000 shares authorized; No shares issued or outstanding	—		—
Common stock, $0.01 par value; 40,000,000 shares authorized; Issued 9,298,235 and 9,292,278 shares, respectively						Common stock, $0.01 par value; 40,000,000 shares authorized; Issued 9,298,235 and 9,292,278 shares, respectively	93		93
Treasury stock, at cost; 404,813 and 241,773 shares, respectively						Treasury stock, at cost; 404,813 and 241,773 shares, respectively	(100,000)		(61,040)
Additional paid-in capital	Additional paid-in capital	255,071		253,835		Additional paid-in capital	263,626		263,049
Retained earnings	Retained earnings	458,103		431,057		Retained earnings	688,358		628,756
Accumulated other comprehensive income		84		97
Accumulated other comprehensive loss						Accumulated other comprehensive loss	(515)		(403)
Total stockholders' equity	Total stockholders' equity	699,067		683,640		Total stockholders' equity	851,562		830,455
Total liabilities and stockholders' equity		$	970,872	$	951,833
Total liabilities, redeemable noncontrolling interest and stockholders' equity						Total liabilities, redeemable noncontrolling interest and stockholders' equity	$	1,183,800	$	1,154,972

See accompanying Notes to Consolidated Financial Statements

Table of Contents

CAVCO INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(Dollars in thousands, except per share amounts)

(Unaudited)


		Three Months Ended						Three Months Ended
			July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Net revenue	Net revenue		$	330,422	$	254,801	Net revenue		$	588,338	$	330,422
Cost of sales	Cost of sales		256,409		199,478		Cost of sales		443,614		256,409
Gross profit	Gross profit		74,013		55,323		Gross profit		144,724		74,013
Selling, general and administrative expenses	Selling, general and administrative expenses		40,832		35,323		Selling, general and administrative expenses		66,136		40,832
Income from operations	Income from operations		33,181		20,000		Income from operations		78,588		33,181
Interest expense	Interest expense		(164)		(196)		Interest expense		(161)		(164)
Other income, net	Other income, net		2,461		1,876		Other income, net		883		2,461
Income before income taxes	Income before income taxes		35,478		21,680		Income before income taxes		79,310		35,478
Income tax expense	Income tax expense		(8,432)		(5,006)		Income tax expense		(19,616)		(8,432)
Net income	Net income		$	27,046	$	16,674	Net income		59,694		27,046
Less: net income attributable to redeemable noncontrolling interest							Less: net income attributable to redeemable noncontrolling interest		92		—
Net income attributable to Cavco common stockholders							Net income attributable to Cavco common stockholders		$	59,602	$	27,046

Comprehensive income	Comprehensive income						Comprehensive income
Net income	Net income		$	27,046	$	16,674	Net income		$	59,694	$	27,046
Reclassification adjustment for securities sold	Reclassification adjustment for securities sold		1		26		Reclassification adjustment for securities sold		—		1
Applicable income taxes	Applicable income taxes		0		(5)		Applicable income taxes		—		—
Net change in unrealized position of investments held	Net change in unrealized position of investments held		(18)		59		Net change in unrealized position of investments held		(142)		(18)
Applicable income taxes	Applicable income taxes		4		(12)		Applicable income taxes		30		4
Comprehensive income							Comprehensive income		59,582		27,033
Less: comprehensive income attributable to redeemable noncontrolling interest							Less: comprehensive income attributable to redeemable noncontrolling interest		92		—
Comprehensive income attributable to Cavco common stockholders							Comprehensive income attributable to Cavco common stockholders		$	59,490	$	27,033
			$	27,033	$	16,742

Net income per share
Net income per share attributable to Cavco common stockholders							Net income per share attributable to Cavco common stockholders
Basic	Basic		$	2.94	$	1.82	Basic		$	6.68	$	2.94
Diluted	Diluted		$	2.92	$	1.80	Diluted		$	6.63	$	2.92
Weighted average shares outstanding	Weighted average shares outstanding						Weighted average shares outstanding
Basic	Basic		9,198,229		9,174,182		Basic		8,918,280		9,198,229
Diluted	Diluted		9,276,529		9,264,661		Diluted		8,988,929		9,276,529

See accompanying Notes to Consolidated Financial Statements

Table of Contents

CAVCO INDUSTRIES, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(Dollars in thousands)

(Unaudited)


		Three Months Ended					Three Months Ended
		July 3, 2021		June 27, 2020			July 2, 2022		July 3, 2021
OPERATING ACTIVITIES	OPERATING ACTIVITIES					OPERATING ACTIVITIES
Net income	Net income	$	27,046	$	16,674	Net income	$	59,694	$	27,046
Adjustments to reconcile net income to net cash provided by operating activities	Adjustments to reconcile net income to net cash provided by operating activities					Adjustments to reconcile net income to net cash provided by operating activities
Depreciation and amortization	Depreciation and amortization	1,576		1,613		Depreciation and amortization	3,946		1,576
Provision for credit losses	Provision for credit losses	(239)		(884)		Provision for credit losses	(167)		(239)
Deferred income taxes	Deferred income taxes	(783)		406		Deferred income taxes	(2,442)		(783)
Stock-based compensation expense	Stock-based compensation expense	1,100		945		Stock-based compensation expense	1,425		1,100
Non-cash interest income, net	Non-cash interest income, net	(394)		(2,186)		Non-cash interest income, net	(257)		(394)
Gain (loss) on sale or retirement of property, plant and equipment, net		(35)		289
Gain on sale or retirement of property, plant and equipment, net						Gain on sale or retirement of property, plant and equipment, net	(232)		(35)
Gain on investments and sale of loans, net	Gain on investments and sale of loans, net	(5,579)		(4,982)		Gain on investments and sale of loans, net	(288)		(5,579)
Changes in operating assets and liabilities
Changes in operating assets and liabilities, net of acquisitions						Changes in operating assets and liabilities, net of acquisitions
Accounts receivable	Accounts receivable	(3,659)		4,629		Accounts receivable	(12,076)		(3,659)
Consumer loans receivable originated	Consumer loans receivable originated	(42,706)		(47,356)		Consumer loans receivable originated	(47,467)		(42,706)
Proceeds from sales of consumer loans	Proceeds from sales of consumer loans	49,631		39,271		Proceeds from sales of consumer loans	47,881		49,631
Principal payments received on consumer loans receivable	Principal payments received on consumer loans receivable	3,929		3,261		Principal payments received on consumer loans receivable	2,421		3,929
Inventories	Inventories	(19,683)		7,139		Inventories	(10,751)		(19,683)
Prepaid expenses and other current assets	Prepaid expenses and other current assets	2,801		7,128		Prepaid expenses and other current assets	7,359		2,801
Commercial loans receivable	Commercial loans receivable	(243)		2,556		Commercial loans receivable	(3,795)		(243)
Accounts payable and accrued expenses and other current liabilities	Accounts payable and accrued expenses and other current liabilities	11,513		7,189		Accounts payable and accrued expenses and other current liabilities	12,989		11,513
Net cash provided by operating activities	Net cash provided by operating activities	24,275		35,692		Net cash provided by operating activities	58,240		24,275
INVESTING ACTIVITIES	INVESTING ACTIVITIES					INVESTING ACTIVITIES
Purchases of property, plant and equipment	Purchases of property, plant and equipment	(2,593)		(1,856)		Purchases of property, plant and equipment	(25,007)		(2,593)

Proceeds from sale of property, plant and equipment	Proceeds from sale of property, plant and equipment	38		5		Proceeds from sale of property, plant and equipment	283		38
Purchases of investments	Purchases of investments	(4,429)		(1,160)		Purchases of investments	(4,228)		(4,429)
Proceeds from sale of investments	Proceeds from sale of investments	3,368		3,116		Proceeds from sale of investments	4,553		3,368
Net cash (used in) provided by investing activities		(3,616)		105
Net cash used in investing activities						Net cash used in investing activities	(24,399)		(3,616)
FINANCING ACTIVITIES	FINANCING ACTIVITIES					FINANCING ACTIVITIES
Proceeds from (payments for) exercise of stock options		136		(533)
Proceeds from secured financings and other		0		64
Payments on secured financings and other		(444)		(453)
Payments for taxes on exercises and releases of equity awards						Payments for taxes on exercises and releases of equity awards	(848)		—
Proceeds from exercise of stock options						Proceeds from exercise of stock options	—		136
Payments on finance leases and other secured financings						Payments on finance leases and other secured financings	(165)		(444)
Payments for common stock repurchases	Payments for common stock repurchases	(12,842)		0		Payments for common stock repurchases	(38,960)		(12,842)
Distributions to noncontrolling interest						Distributions to noncontrolling interest	(240)		—
Net cash used in financing activities	Net cash used in financing activities	(13,150)		(922)		Net cash used in financing activities	(40,213)		(13,150)
Net increase in cash, cash equivalents and restricted cash		7,509		34,875
Net (decrease) increase in cash, cash equivalents and restricted cash						Net (decrease) increase in cash, cash equivalents and restricted cash	(6,372)		7,509
Cash, cash equivalents and restricted cash at beginning of the fiscal year	Cash, cash equivalents and restricted cash at beginning of the fiscal year	339,307		255,607		Cash, cash equivalents and restricted cash at beginning of the fiscal year	259,334		339,307
Cash, cash equivalents and restricted cash at end of the period	Cash, cash equivalents and restricted cash at end of the period	$	346,816	$	290,482	Cash, cash equivalents and restricted cash at end of the period	$	252,962	$	346,816
Supplemental disclosures of cash flow information	Supplemental disclosures of cash flow information					Supplemental disclosures of cash flow information
Cash paid for income taxes	Cash paid for income taxes	$	4,774	$	2,536	Cash paid for income taxes	$	18,486	$	4,774
Cash paid for interest	Cash paid for interest	$	100	$	127	Cash paid for interest	$	71	$	100
Supplemental disclosures of noncash activity	Supplemental disclosures of noncash activity					Supplemental disclosures of noncash activity
Change in GNMA loans eligible for repurchase	Change in GNMA loans eligible for repurchase	$	(6,607)	$	1,242	Change in GNMA loans eligible for repurchase	$	(2,620)	$	(6,607)
Right-of-use assets recognized and operating lease obligations incurred	Right-of-use assets recognized and operating lease obligations incurred	$	708	$	5,559	Right-of-use assets recognized and operating lease obligations incurred	$	1,159	$	708

See accompanying Notes to Consolidated Financial Statements

Table of Contents

CAVCO INDUSTRIES, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Basis of Presentation

The accompanying unaudited Consolidated Financial Statements of Cavco Industries, Inc. and its subsidiaries (collectively, "we," "us," "our," the "Company" or "Cavco") have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the "SEC") for Quarterly Reports on Form 10-Q and Article 10 of SEC Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations. In addition, references throughout to numbered "Notes" refer to these Notes to Consolidated Financial Statements, unless otherwise stated.

In the opinion of management, these financial statements include all adjustments, including normal recurring adjustments, that are necessary to fairly state the results for the periods presented. Certain prior period amounts have been reclassified to conform to current period classification. We have evaluated subsequent events after the balance sheet date through the date of the filing of this report with the ~~SEC;~~SEC, and ~~except for the events set forth in Note 20 of the Notes to Consolidated Financial Statements ("Notes") of the Company's Quarterly Report on Form 10-Q for the period ended July 3, 2021,~~ there were no disclosable subsequent ~~events requiring disclosure.~~events. These Consolidated Financial Statements should be read in conjunction with the audited Consolidated Financial Statements and the Notes to the Consolidated Financial Statements included in our ~~2021~~2022 Annual Report on Form 10-K for the year ended April ~~3, 2021,~~2, 2022, filed with the SEC ("Form 10-K").

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the ~~Consolidated Financial Statements~~consolidated financial statements and ~~the~~ accompanying ~~Notes. The uncertainty created by the novel coronavirus COVID-19 pandemic ("COVID-19") has made such estimates more difficult and subjective.~~notes. Due to ~~that and other~~ uncertainties, actual results could differ from ~~those estimates.~~the estimates and assumptions used in preparation of the consolidated financial statements. The Consolidated Statements of Comprehensive Income and Consolidated Statements of Cash Flows for the interim periods are not necessarily indicative of the results or cash flows for the full year. The Company operates on a 52-53 week fiscal year ending on the Saturday nearest to March 31st of each year. Each fiscal quarter consists of 13 weeks, with an occasional fourth quarter extending to 14 weeks, if necessary, for the fiscal year to end on the Saturday nearest to March 31st. The current fiscal year will end on April ~~2, 2022~~1, 2023 and will include 52 weeks.

We operate in 2 segments: (1) factory-built housing, which includes wholesale and retail factory-built housing operations, and (2) financial services, which includes manufactured housing consumer finance and insurance. We design and build a wide variety of affordable manufactured homes, modular homes and park model RVs through 2026 homebuilding production lines located throughout the United States, which are sold to a network of independent distributors, community owners and developers and through our 4045 Company-owned retail stores. The financial services segment is comprised of a finance subsidiary, CountryPlace Acceptance Corp. ("CountryPlace"), and an insurance subsidiary, Standard Casualty Company ("Standard Casualty"). CountryPlace is an approved Federal National Mortgage Association and Federal Home Loan Mortgage Corporation seller/servicer and a Government National Mortgage Association ("GNMA") mortgage-backed securities issuer that offers conforming mortgages, non-conforming mortgages and home-only loans to purchasers of factory-built homes. Standard Casualty provides property and casualty insurance primarily to owners of manufactured homes.

~~For~~On September 24, 2021, we acquired the business and certain assets and liabilities of The Commodore Corporation ("Commodore"), including its six manufacturing facilities and two wholly-owned retail locations. The results of operations are included in our Consolidated Financial Statements from the date of acquisition. See Note 19.

In addition to the below, for a description of significant accounting policies we used in the preparation of our Consolidated Financial Statements, please refer to Note 1 of the Notes to Consolidated Financial Statements included in the Form 10-K.

Table of Contents

2. Revenue from Contracts with Customers

The following table summarizes customer contract revenues disaggregated by reportable segment and source (in thousands):


		Three Months Ended						Three Months Ended
			July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Factory-built housing	Factory-built housing						Factory-built housing
U.S. Housing and Urban Development code homes	U.S. Housing and Urban Development code homes		$	262,390	$	189,446	U.S. Housing and Urban Development code homes		$	507,183	$	262,390
Modular homes	Modular homes		26,617		20,783		Modular homes		34,338		26,617
Park model RVs	Park model RVs		9,671		13,722		Park model RVs		13,755		9,671
Other	Other		13,605		14,139		Other		17,321		13,605
			312,283		238,090				572,597		312,283
Financial services	Financial services						Financial services
Insurance agency commissions received from third-party insurance companies	Insurance agency commissions received from third-party insurance companies		873		770		Insurance agency commissions received from third-party insurance companies		1,397		873
Other			17,266		15,941
All other sources							All other sources		14,344		17,266
			18,139		16,711				15,741		18,139
			$	330,422	$	254,801			$	588,338	$	330,422

3. Restricted Cash

Restricted cash consisted of the following (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Cash related to CountryPlace customer payments to be remitted to third parties	Cash related to CountryPlace customer payments to be remitted to third parties	$	15,928	$	16,049	Cash related to CountryPlace customer payments to be remitted to third parties	$	13,562	$	13,857
Other restricted cash	Other restricted cash	1,135		979		Other restricted cash	1,328		1,327
		17,063		17,028			14,890		15,184
Less current portion		(16,728)		(16,693)
Current portion						Current portion	(14,555)		(14,849)
		$	335	$	335		$	335	$	335

Corresponding amounts for customer payments to be remitted to third parties are recorded in Accounts payable.

The following table provides a reconciliation of Cash and cash equivalents and Restricted cash reported within the Consolidated Balance Sheets to the combined amounts shown onin the Consolidated Statements of Cash Flows (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		July 3, 2021
Cash and cash equivalents	Cash and cash equivalents	$	329,753	$	322,279	Cash and cash equivalents	$	238,072	$	329,753
Restricted cash	Restricted cash	17,063		17,028		Restricted cash	14,890		17,063
		$	346,816	$	339,307		$	252,962	$	346,816

Table of Contents

4. Investments

Investments consisted of the following (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Available-for-sale debt securities	Available-for-sale debt securities	$	17,962	$	14,946	Available-for-sale debt securities	$	17,278	$	17,760
Marketable equity securities	Marketable equity securities	17,550		17,600		Marketable equity securities	14,583		16,780
Non-marketable equity investments	Non-marketable equity investments	22,429		21,960		Non-marketable equity investments	20,818		20,479
		57,941		54,506			52,679		55,019
Less current portion		(19,749)		(19,496)
Less short-term investments						Less short-term investments	(15,864)		(20,086)
		$	38,192	$	35,010		$	36,815	$	34,933

Investments in marketable equity securities consist of investments in the common stock of industrial and other companies.

~~As of July 3, 2021 and April 3, 2021,~~Our non-marketable equity investments ~~included contributions of $15.0 million t~~include ~~o equity-method~~ investments in community-based initiatives that buy and sell our homes and provide home-only financing to residents of certain manufactured home ~~communities. Other non-marketable equity investments included investments in~~communities and other distribution operations.

The ~~following tables summarize~~amortized cost and fair value of our investments in available-for-sale debt securities, ~~gross unrealized gains and losses and fair value, aggregated~~ by ~~investment category~~security type are shown in the table below (in thousands):

July 3, 2021
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Fair
Value
Residential mortgage-backed securities $ 2,609 $ 26 $ (11) $ 2,624
State and political subdivision debt securities 8,265 109 (19) 8,355
Corporate debt securities 6,982 12 (11) 6,983
$ 17,856 $ 147 $ (41) $ 17,962

April 3, 2021
Amortized
Cost Gross
Unrealized
Gains Gross
Unrealized
Losses Fair
Value
Residential mortgage-backed securities $ 2,787 $ 30 $ (13) $ 2,804
State and political subdivision debt securities 7,239 125 (19) 7,345
Corporate debt securities 4,797 11 (11) 4,797
$ 14,823 $ 166 $ (43) $ 14,946

We are not aware of any changes to the securities or issuers that would indicate the losses above are indicative of credit impairment as of July 3, 2021. Further, we do not intend to sell the investments, and it is more likely than not that we will not be required to sell the investments, before recovery of their amortized cost.

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	July 2, 2022				April 2, 2022
	Amortized Cost		Fair Value		Amortized Cost		Fair Value
Residential mortgage-backed securities	$	1,574	$	1,504	$	1,668	$	1,613
State and political subdivision debt securities	7,480		7,232		10,100		9,906
Corporate debt securities	8,876		8,542		6,502		6,241
	$	17,930	$	17,278	$	18,270	$	17,760

The amortized cost and fair value of our investments in available-for-sale debt securities, by contractual maturity, are shown in the table below (in thousands). Expected maturities differ from contractual maturities as borrowers may have the right to call or prepay obligations, with or without penalties.


		July 3, 2021					July 2, 2022
		Amortized Cost		Fair Value			Amortized Cost		Fair Value
Due in less than one year	Due in less than one year	$	1,518	$	1,519	Due in less than one year	$	1,295	$	1,281
Due after one year through five years	Due after one year through five years	11,033		11,028		Due after one year through five years	13,158		12,566
Due after five years through ten years	Due after five years through ten years	1,391		1,450		Due after five years through ten years	1,258		1,269
Due after ten years	Due after ten years	1,305		1,341		Due after ten years	645		658
Mortgage-backed securities	Mortgage-backed securities	2,609		2,624		Mortgage-backed securities	1,574		1,504
		$	17,856	$	17,962		$	17,930	$	17,278

There were 0no gross gains or losses realized on the sale of available-for-sale debt securities during thethe three months ended July 2, 2022 or July 3, ~~2021 or June 27, 2020.~~2021.

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Net investment gains and losses on marketable equity securities were as follows (in thousands):

Three Months Ended
July 3,
2021 June 27,
2020
Marketable equity securities
      Net gain recognized during the period $ 1,696 $ 2,030
      Less: Net gains recognized on securities sold during the period (136) (33)
      Unrealized gains recognized during the period on securities still held $ 1,560 $ 1,997


	Three Months Ended
		July 2, 2022		July 3, 2021
Marketable equity securities
Net (loss) gain recognized during the period		$	(2,342)	$	1,696
Less: Net loss (gain) recognized on securities sold during the period		74		(136)
Unrealized (loss) gain recognized during the period on securities still held		$	(2,268)	$	1,560

5. Inventories

Inventories consisted of the following (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Raw materials	Raw materials	$	69,123	$	54,336	Raw materials	$	97,935	$	95,929
Work in process	Work in process	20,426		19,149		Work in process	30,549		30,638
Finished goods	Finished goods	61,368		57,749		Finished goods	126,238		117,404
		$	150,917	$	131,234		$	254,722	$	243,971

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6. Consumer Loans Receivable

The following table summarizes consumer loans receivable (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Loans held for investment, previously securitized	Loans held for investment, previously securitized	$	30,384	$	31,949	Loans held for investment, previously securitized	$	24,732	$	26,014
Loans held for investment	Loans held for investment	17,565		18,690		Loans held for investment	14,670		14,771
Loans held for sale	Loans held for sale	13,542		15,587		Loans held for sale	10,909		8,500
Construction advances	Construction advances	10,479		13,801		Construction advances	1,908		3,547
		71,970		80,027			52,219		52,832
Deferred financing fees and other, net	Deferred financing fees and other, net	(1,528)		(2,041)		Deferred financing fees and other, net	(727)		(833)
Allowance for loan losses	Allowance for loan losses	(2,918)		(3,188)		Allowance for loan losses	(1,905)		(2,115)
		67,524		74,798			49,587		49,884
Less current portion	Less current portion	(32,429)		(37,690)		Less current portion	(20,888)		(20,639)
		$	35,095	$	37,108		$	28,699	$	29,245

The following table represents changes in the estimated allowance for loan losses, including related additions and deductions to the allowance for loan losses (in thousands):


		Three Months Ended						Three Months Ended
			July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Allowance for loan losses at beginning of period	Allowance for loan losses at beginning of period		$	3,188	$	1,767	Allowance for loan losses at beginning of period		$	2,115	$	3,188
Impact of adoption of Financial Accounting Standards Board's Accounting Standards Update 2016-13 Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13")			0		2,276
Change in estimated loan losses, net	Change in estimated loan losses, net		(267)		161		Change in estimated loan losses, net		(210)		(267)
Charge-offs	Charge-offs		(3)		(192)		Charge-offs		(19)		(3)
Recoveries							Recoveries		19		—
Allowance for loan losses at end of period	Allowance for loan losses at end of period		$	2,918	$	4,012	Allowance for loan losses at end of period		$	1,905	$	2,918

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The consumer loans held for investment had the following characteristics:


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Weighted average contractual interest rate	Weighted average contractual interest rate	8.2	%	8.3	%	Weighted average contractual interest rate	8.3	%	8.3	%
Weighted average effective interest rate	Weighted average effective interest rate	8.8	%	9.3	%	Weighted average effective interest rate	9.3	%	9.2	%
Weighted average months to maturity	Weighted average months to maturity	160		162		Weighted average months to maturity	151		151

The following table is a consolidated summary of the delinquency status of the outstanding ~~amortized cost of~~ consumer loans receivable (in thousands):

July 3,
2021 April 3,
2021
Current $ 68,258 $ 76,378
31 to 60 days 192 508
61 to 90 days 3,112 21
91+ days 408 3,120
$ 71,970 $ 80,027

~~Table of Contents~~


	July 2, 2022		April 2, 2022
Current	$	50,382	$	49,546
31 to 60 days	192		1,202
61 to 90 days	348		41
91+ days	1,297		2,043
	$	52,219	$	52,832

The following tables disaggregate ~~gross~~the principal value of consumer loans receivable by credit quality indicator and fiscal year of origination (in thousands):


		July 3, 2021															July 2, 2022
		2022		2021		2020		2019		2018		Prior		Total			2023		2022		2021		2020		2019		Prior		Total
Prime- FICO score 680 and greater	Prime- FICO score 680 and greater	$	5,068	$	10,500	$	2,970	$	1,578	$	770	$	24,028	$	44,914	Prime- FICO score 680 and greater	$	7,796	$	3,095	$	1,092	$	2,300	$	1,330	$	19,940	$	35,553
Near Prime- FICO score 620-679	Near Prime- FICO score 620-679	2,312		6,528		2,159		1,676		1,360		10,353		24,388		Near Prime- FICO score 620-679	335		727		1,389		1,240		1,962		9,304		14,957
Sub-Prime- FICO score less than 620	Sub-Prime- FICO score less than 620	0		260		53		0		0		1,605		1,918		Sub-Prime- FICO score less than 620	—		—		20		52		—		1,257		1,329
No FICO score	No FICO score	150		149		0		27		0		424		750		No FICO score	—		—		—		—		26		354		380
		$	7,530	$	17,437	$	5,182	$	3,281	$	2,130	$	36,410	$	71,970		$	8,131	$	3,822	$	2,501	$	3,592	$	3,318	$	30,855	$	52,219


		April 3, 2021															April 2, 2022
		2021		2020		2019		2018		2017		Prior		Total			2022		2021		2020		2019		2018		Prior		Total
Prime- FICO score 680 and greater	Prime- FICO score 680 and greater	$	18,250	$	3,575	$	1,718	$	971	$	1,959	$	23,375	$	49,848	Prime- FICO score 680 and greater	$	8,155	$	1,615	$	2,371	$	1,339	$	853	$	20,485	$	34,818
Near Prime- FICO score 620-679	Near Prime- FICO score 620-679	10,227		2,744		1,794		1,364		500		10,401		27,030		Near Prime- FICO score 620-679	1,661		1,274		1,413		1,976		617		9,266		16,207
Sub-Prime- FICO score less than 620	Sub-Prime- FICO score less than 620	348		53		0		0		84		1,579		2,064		Sub-Prime- FICO score less than 620	45		20		52		—		—		1,318		1,435
No FICO score	No FICO score	576		0		28		0		0		481		1,085		No FICO score	—		—		—		26		—		346		372
		$	29,401	$	6,372	$	3,540	$	2,335	$	2,543	$	35,836	$	80,027		$	9,861	$	2,909	$	3,836	$	3,341	$	1,470	$	31,415	$	52,832

As of July ~~3, 2021~~2, 2022 and April ~~3, 2021~~, ~~35%~~2, 2022, 40% and 39% of the outstanding principal balance of the consumer loans receivable portfolio was concentrated in Texas, respectively, and ~~20%~~17% was concentrated in ~~Florida.~~Florida in both periods. Other than Texas and Florida, no state had concentrations in excess of 10% of the principal balance of the consumer loans receivable as of July ~~3, 2021~~2, 2022 or April ~~3, 2021.~~2, 2022.

Repossessed homes totaled approximately ~~$493,000~~$78,000 and ~~$518,000~~$499,000 as of July ~~3, 2021~~2, 2022 and April ~~3, 2021,~~2, 2022, respectively, and are included in Prepaid expenses and other current assets inon the Consolidated Balance Sheets. Foreclosure or similar proceedings in progress totaled approximately ~~$1.0 million~~$611,000 and $1.1 million as of July ~~3, 2021~~2, 2022 and April ~~3, 2021,~~2, 2022, respectively.

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7. Commercial Loans Receivable

The commercial loans receivable balance consists of direct financing arrangements for the home product needs of our independent distributors, community owners and ~~developers and amounts loaned by us under participation financing programs.~~developers.

Commercial loans receivable (including from affiliates), net consisted of the following (in thousands):

July 3,
2021 April 3,
2021
Loans receivable $ 45,620 $ 45,377
Allowance for loan losses (785) (816)
Deferred financing fees, net (247) (247)
44,588 44,314
Less current portion of commercial loans receivable (including from affiliates), net (18,613) (19,232)
$ 25,975 $ 25,082

~~Table of Contents~~


	July 2, 2022		April 2, 2022
Loans receivable	$	73,489	$	69,693
Allowance for loan losses	(1,054)		(1,011)
Deferred financing fees, net	(117)		(116)
	72,318		68,566
Less current portion	(33,855)		(32,644)
	$	38,463	$	35,922

The commercial loans receivable balance had the following characteristics:


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Weighted average contractual interest rate	Weighted average contractual interest rate	6.0	%	6.4	%	Weighted average contractual interest rate	5.9	%	6.4	%
Weighted average months to maturity		10		11
Weighted average months outstanding						Weighted average months outstanding	9		9

The following table represents changes in the estimated allowance for loan losses ~~including related additions and deductions to the allowance for loan losses~~ (in thousands):


		Three Months Ended						Three Months Ended
			July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Balance at beginning of period	Balance at beginning of period		$	816	$	393	Balance at beginning of period		$	1,011	$	816
Impact of adoption of ASU 2016-13			0		435
Change in estimated loan losses, net	Change in estimated loan losses, net		(31)		0		Change in estimated loan losses, net		43		(31)
Balance at end of period	Balance at end of period		$	785	$	828	Balance at end of period		$	1,054	$	785

Loans with indicators of potential performance problems are placed on watch list status and are subject to additional monitoring and scrutiny. Nonperforming status includes loans accounted for on a non-accrual basis and accruing loans with principal payments 90 days or more past due. As of July ~~3, 2021~~2, 2022 and April ~~3, 2021,~~2, 2022, there were 0no commercial loans considered watch list or nonperforming. The following table disaggregates the principal value of our commercial loans receivable by fiscal year of origination (in thousands):

July 3, 2021
2022 2021 2020 2019 2018 Prior Total
Performing $ 15,150 $ 19,119 $ 5,973 $ 2,689 $ 1,743 $ 946 $ 45,620


	July 2, 2022
	2023		2022		2021		2020		2019		Prior		Total
Performing	$	26,909	$	32,564	$	8,326	$	3,165	$	1,371	$	1,154	$	73,489

April 3, 2021
2021 2020 2019 2018 2017 Prior Total
Performing $ 30,627 $ 8,677 $ 3,206 $ 1,864 $ 1,003 $ 0 $ 45,377


	April 2, 2022
	2022		2021		2020		2019		2018		Prior		Total
Performing	$	52,592	$	10,181	$	4,031	$	1,391	$	1,498	$	—	$	69,693

AtAs of July ~~3, 2021,~~2, 2022, there were 0no commercial loans 90 days or more past due that were still accruing interest and we were not aware of any potential problem loans that would have a material effect on the commercial loans receivable balance.

As of July ~~3, 2021, 14%~~2, 2022 and April 2, 2022, we had concentrations of our outstanding commercial loans receivable ~~principal~~ balance ~~was concentrated~~ in ~~Arizona~~New York of 20% and ~~13% was concentrated in California. As of April 3, 2021, 13% of our outstanding commercial loans receivable principal balance was concentrated in Arizona.~~25%, respectively. No other state had concentrations in excess of 10% of the principal balance of the ~~consumer~~commercial loans receivable as of July ~~3, 2021~~2, 2022 or April ~~3, 2021.~~2, 2022.

~~We had concentrations with one~~

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One independent third-party and its affiliates ~~that equaled 18%~~comprised 14% of the net commercial loans receivable principal balance outstanding, all of which was secured, as of both July ~~3, 2021~~2, 2022 and April ~~3, 2021.~~2, 2022.

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8. Property, Plant and Equipment, net

Property, plant and equipment, net, consisted of the following (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Property, plant and equipment, at cost	Property, plant and equipment, at cost					Property, plant and equipment, at cost
Land	Land	$	28,314	$	28,314	Land	$	36,096	$	32,154
Buildings and improvements	Buildings and improvements	73,415		71,827		Buildings and improvements	115,708		100,775
Machinery and equipment	Machinery and equipment	35,075		34,146		Machinery and equipment	49,911		48,638
Construction in progress						Construction in progress	37,010		29,281
		136,804		134,287			238,725		210,848
Accumulated depreciation	Accumulated depreciation	(38,823)		(37,493)		Accumulated depreciation	(53,191)		(46,832)
		$	97,981	$	96,794		$	185,534	$	164,016

Depreciation expense ~~was $1.4 million~~ for ~~each of~~ the three ~~month periods~~months ended July 2, 2022 and July 3, 2021 was $3.4 million and ~~June 27, 2020.~~$1.4 million, respectively.

9. Goodwill and Other Intangibles

Goodwill and other intangibles, net, consisted of the following (in thousands):


		July 3, 2021						April 3, 2021							July 2, 2022						April 2, 2022
		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount			Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount		Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Indefinite-lived	Indefinite-lived													Indefinite-lived
Goodwill	Goodwill	$	75,090	$	—	$	75,090	$	75,090	$	—	$	75,090	Goodwill	$	100,993	$	—	$	100,993	$	100,993	$	—	$	100,993
Trademarks and trade names	Trademarks and trade names	8,900		—		8,900		8,900		—		8,900		Trademarks and trade names	15,680		—		15,680		15,680		—		15,680
State insurance licenses	State insurance licenses	1,100		—		1,100		1,100		—		1,100		State insurance licenses	1,100		—		1,100		1,100		—		1,100
		85,090		—		85,090		85,090		—		85,090			117,773		—		117,773		117,773		—		117,773
Finite-lived	Finite-lived													Finite-lived
Customer relationships	Customer relationships	11,300		(7,255)		4,045		11,300		(7,097)		4,203		Customer relationships	19,500		(8,866)		10,634		19,500		(8,392)		11,108
Other	Other	1,424		(1,279)		145		1,424		(1,264)		160		Other	1,924		(1,387)		537		1,924		(1,353)		571
		$	97,814	$	(8,534)	$	89,280	$	97,814	$	(8,361)	$	89,453		$	139,197	$	(10,253)	$	128,944	$	139,197	$	(9,745)	$	129,452

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Amortization expense recognized on intangible assets was ~~$173,000~~$508,000 and ~~$187,000~~$173,000 for the three months ended July 2, 2022 and July 3, 2021, ~~and June 27, 2020,~~ respectively.

Expected amortization for future fiscal years is as follows (in thousands):


Remainder of fiscal year	$	1,504
2024	1,339
2025	1,300
2026	1,258
2027	1,185
2028	1,079
Thereafter	3,506

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10. Accrued Expenses and Other Current Liabilities

Accrued expenses and other current liabilities consisted of the following (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Customer deposits	Customer deposits	$	48,989	$	41,835	Customer deposits	$	54,161	$	56,318
Salaries, wages and benefits	Salaries, wages and benefits	37,176		37,737		Salaries, wages and benefits	52,899		54,172
Estimated warranties						Estimated warranties	28,802		26,250
Unearned insurance premiums	Unearned insurance premiums	24,125		22,643		Unearned insurance premiums	26,207		24,917
Company repurchase options on certain loans sold		19,432		25,938
Estimated warranties		19,344		18,032
Accrued volume rebates	Accrued volume rebates	14,097		12,132		Accrued volume rebates	22,532		18,641

Other	Other	47,027		44,816		Other	75,177		70,790
		$	210,190	$	203,133		$	259,778	$	251,088

11. Warranties

Activity in the liability for estimated warranties was as follows (in thousands):


		Three Months Ended						Three Months Ended
			July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Balance at beginning of period	Balance at beginning of period		$	18,032	$	18,678	Balance at beginning of period		$	26,250	$	18,032
Charged to costs and expenses	Charged to costs and expenses		9,125		6,347		Charged to costs and expenses		15,004		9,125
Payments and deductions	Payments and deductions		(7,813)		(6,487)		Payments and deductions		(12,452)		(7,813)
Balance at end of period	Balance at end of period		$	19,344	$	18,538	Balance at end of period		$	28,802	$	19,344

12. ~~Debt and Finance Lease Obligations~~Other Liabilities

Debt and finance lease obligations primarily consist of secured financings at our finance subsidiary and lease obligations for which it is expected that we will obtain ownership of the leased assets at the end of the lease term. The following table summarizes ~~debt and finance lease obligations~~the non-current portion of our other liabilities (in thousands):

July 3,
2021 April 3,
2021
Secured term loan $ 7,980 $ 8,210
Other secured financings 3,473 3,672
Finance lease obligations 296 304
11,749 12,186
Less current portion (1,822) (1,851)
$ 9,927 $ 10,335

We entered into secured credit facilities with independent third-party banks to originate and hold consumer home-only loans secured by manufactured homes, which were pledged as collateral to the facilities. Those facilities have since been converted into an amortizing loan with maturity dates starting in 2028 and payments based on a 20 or 25-year amortization period, resulting in a balloon payment due upon maturity. The outstanding balance of the converted loans was $8.0 million as of July 3, 2021 and $8.2 million as of April 3, 2021 with a weighted average interest rate of 4.9%.


	July 2, 2022		April 2, 2022
Finance lease payables	$	6,298	$	6,316
Other secured financing	2,791		2,933
Mandatorily redeemable noncontrolling interest	2,371		2,371
	11,460		11,620
Less current portion included in Accrued expenses and other current liabilities	(765)		(784)
	$	10,695	$	10,836

1211

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13. Reinsurance and Insurance Loss Reserves

Certain of Standard Casualty's premiums and benefits are assumed from and ceded to other insurance companies under various reinsurance agreements. We remain obligated for amounts ceded in the event that the reinsurers do not meet their obligations.

The effects of reinsurance on premiums written and earned were as follows (in thousands):


		Three Months Ended									Three Months Ended
		July 3, 2021				June 27, 2020					July 2, 2022				July 3, 2021
		Written		Earned		Written		Earned			Written		Earned		Written		Earned
Direct premiums	Direct premiums	$	6,839	$	5,996	$	5,765	$	5,185	Direct premiums	$	7,728	$	7,050	$	6,839	$	5,996
Assumed premiums—nonaffiliated	Assumed premiums—nonaffiliated	8,574		7,378		7,653		6,790		Assumed premiums—nonaffiliated	9,028		7,957		8,574		7,378
Ceded premiums—nonaffiliated	Ceded premiums—nonaffiliated	(3,647)		(3,647)		(3,202)		(3,202)		Ceded premiums—nonaffiliated	(4,229)		(4,229)		(3,647)		(3,647)
		$	11,766	$	9,727	$	10,216	$	8,773		$	12,527	$	10,778	$	11,766	$	9,727

Typical insurance policies written or assumed have a maximum coverage of $300,000 per claim, of which we cede ~~$150,000~~$125,000 of the risk of loss per reinsurance. Therefore, our risk of loss is limited to ~~$150,000~~$175,000 per claim on typical policies, subject to the reinsurers meeting their obligations. After this limit, amounts are recoverable through reinsurance for catastrophic losses in excess of $2 million per occurrence, up to a maximum of ~~$55~~$70 million in the aggregate for that occurrence.

Standard Casualty establishes reserves for claims and claims expense on reported and ~~unreported~~incurred but not reported ("IBNR") claims of non-reinsured losses. Reserves for claims are included in the Accrued expenses and other current liabilities line item on the Consolidated Balance Sheets and claims expenses are recorded in Cost of sales on the Consolidated Statements of Comprehensive Income. The following details the activity in the reserve for the three months ended July ~~3, 2021~~2, 2022 and ~~June 27, 2020~~July 3, 2021 (in thousands):


		Three Months Ended					Three Months Ended
		July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Balance at beginning of period	Balance at beginning of period	$	7,451	$	5,582	Balance at beginning of period		$	8,149	$	7,451
Net incurred losses during the year	Net incurred losses during the year	7,975		5,982		Net incurred losses during the year		8,777		7,975
Net claim payments during the year	Net claim payments during the year	(7,078)		(4,834)		Net claim payments during the year		(8,352)		(7,078)
Balance at end of period	Balance at end of period	$	8,348	$	6,730	Balance at end of period		$	8,574	$	8,348

14. Commitments and Contingencies

Repurchase Contingencies. We are contingently liable under terms of repurchase agreements with financial institutions providing inventory financing to independent distributors of our products. These arrangements, which are customary in the industry, provide for the repurchase of products sold to distributors in the event of default by the distributor.

The maximum amount for which ~~we were~~the Company was liable under such agreements approximated ~~$80.9~~$167.2 million and ~~$74.2~~$141.0 million at July ~~3, 2021~~2, 2022 and April ~~3, 2021,~~2, 2022, respectively, without reduction for the resale value of the ~~homes that are repurchased.~~homes. We had a reserve for repurchase commitments of ~~$2.3~~$4.4 million at July ~~3, 2021~~2, 2022 and $3.6 million at April ~~3, 2021.~~2, 2022, and there were no repurchases during either period.

Construction-Period Mortgages. We fund construction-period mortgages through periodic advances during home construction. At the time of initial funding, we commit to fully fund the loan contract in accordance with a predetermined schedule. The total loan contract amount, less cumulative advances, represents an off-balance sheet contingent commitment to fund future advances.

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Loan contracts with off-balance sheet commitments are summarized below (in thousands):


		July 3, 2021		April 3, 2021			July 2, 2022		April 2, 2022
Construction loan contract amount	Construction loan contract amount	$	28,204	$	37,628	Construction loan contract amount	$	5,447	$	9,330
Cumulative advances	Cumulative advances	(10,479)		(13,801)		Cumulative advances	(1,908)		(3,547)
		$	17,725	$	23,827		$	3,539	$	5,783

Representations and Warranties of Mortgages Sold. We sell loans to Government-Sponsored Enterprises ("GSEs") and whole-loan purchasers and finance certain loans with long-term credit facilities secured by the respective loans. In connection with these activities, we provide to GSEs and whole-loan purchasers and lenders representations and warranties related to the loans sold or financed. Upon a breach of a representation, we may be required to repurchase the loan or to indemnify a party for incurred losses. We maintain a reserve for these contingent repurchase and indemnification obligations. This reserve of ~~$1.3~~$1.0 million as of July ~~3, 2021~~2, 2022 and ~~$1.2 million~~$866,000 as of April ~~3, 2021,~~2, 2022, included in Accrued expenses and other current liabilities on the Consolidated Balance Sheets, reflects management's estimate of probable loss. There were 0no claim requests that resulted ~~in the execution of an indemnification agreement or~~ in the repurchase of a loan during the three months ended July ~~3, 2021.~~2, 2022.

Interest Rate Lock Commitments. In originating loans for sale, we issue interest rate lock commitments ("IRLCs") to prospective borrowers. These IRLCs bind us to fund the approved loan at the specified rate regardless of whether interest rates or market prices for similar loans have changed between the commitment date and the closing date. As of July ~~3, 2021,~~2, 2022, we had outstanding IRLCs with a notional amount of ~~$32.1~~$49.9 million and recognized a gain of ~~$47,000~~ $40,000 in the ~~2022~~fiscal 2023 first quarter and a ~~loss~~gain of ~~of $125,000~~$47,000 in the ~~2021~~fiscal 2022 first ~~quarter~~.quarter.

Forward Sales Commitments. We manage the risk profiles of a portion of the outstanding IRLCs and mortgage loans held for sale by entering into forward sales of mortgage-backed securities ("MBS") and whole loan sale commitments (collectively "Commitments"). As of July ~~3, 2021,~~2, 2022, we had ~~$42.9~~$10.2 million in outstanding Commitments and recognized a non-cash loss of $262,000 in the fiscal 2023 first quarter and a non-cash loss of $347,000 in the fiscal 2022 first ~~quarter~~quarter. ~~and gain of $1.0 million in the 2021first quarter~~.

Legal Matters. ~~Since 2018, we have been cooperating~~On September 2, 2021, the SEC filed a civil complaint in the United States District Court, District of Arizona, naming the Company along with ~~an investigation by~~ the ~~enforcement staff~~Company's former Chairman, President & Chief Executive Officer ("CEO") and the Company's former Chief Financial Officer, alleging violations of the ~~SEC's Los Angeles Regional Office regarding securities~~antifraud and internal accounting control provisions of the Securities Exchange Act of 1934 based on trading in ~~personal and Company accounts~~the shares of another company directed by the ~~Company~~'s former ~~Chief Executive Officer, Joseph Stegmayer. As previously disclosed,~~CEO that resulted in ~~November 2020,~~an unrealized gain of approximately $260,000. In the prior year, the Company recorded an accrual relating to this loss contingency. The Company has reached a settlement in principle with the SEC staff ~~issued a Wells Notice~~regarding the pending litigation. The settlement is subject to ~~Cavco stating~~SEC approval that is expected within the next 60 days. A related notice has been filed with the Court in that action. We do not believe that the ~~staff intends to recommend an enforcement action against us in connection with the investigation. While we cannot predict with certainty the resolution of this matter, we do not expect it to~~settlement will have a material ~~adverse effect~~impact on our ~~Consolidated Financial Statements.~~results of operations or financial position.

We are party to certain other lawsuits in the ordinary course of business. Based on management's present knowledge of the facts and in(in certain ~~cases,~~cases) advice of outside counsel, management does not believe that loss contingencies arising from pending matters are likely to have a material adverse effect on our consolidated financial position, liquidity or results of operations after taking into account any existing reserves, which reserves are included in Accrued expenses and other current liabilities inon the Consolidated Balance Sheets. However, future events or circumstances that may currently be unknown to management will determine whether the resolution of pending or threatened litigation or claims will ultimately have a material effect on our consolidated financial position, liquidity or results of operations in any future reporting periods.

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15. Stockholders' Equity and Redeemable Noncontrolling Interest

The following table represents changes in stockholders' equity attributable to Cavco's stockholders and redeemable noncontrolling interest during the three months ended July 2, 2022 (dollars in thousands):


	Equity Attributable to Cavco Stockholders
				Treasury Stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive loss		Total		Redeemable Noncontrolling Interest
	Common Stock
	Shares	Amount
Balance, April 2, 2022	9,292,278	$	93	$	(61,040)	$	263,049	$	628,756	$	(403)	$	830,455	$	825
Net income	—	—		—		—		59,602		—		59,602		92
Other comprehensive loss, net	—	—		—		—		—		(112)		(112)		—
Issuance of common stock under stock incentive plans	5,957	—		—		(848)		—		—		(848)		—
Stock-based compensation	—	—		—		1,425		—		—		1,425		—
Common stock repurchases	—	—		(38,960)		—		—		—		(38,960)		—
Distributions	—	—		—		—		—		—		—		(240)
Balance, July 2, 2022	9,298,235	$	93	$	(100,000)	$	263,626	$	688,358	$	(515)	$	851,562	$	677

Treasury Stock Additional paid-in capital Retained earnings Accumulated other comprehensive income Total
Common Stock
Shares Amount
Balance, April 3, 2021 9,241,256 $ 92 $ (1,441) $ 253,835 $ 431,057 $ 97 $ 683,640
Net income — 0 0 0 27,046 0 27,046
Other comprehensive income, net — 0 0 0 0 (13) (13)
Issuance of common stock under stock incentive plans 4,465 0 — 136 0 0 136
Stock-based compensation — 0 0 1,100 0 0 1,100
Common stock repurchases — — (12,842) — — — (12,842)
Balance, July 3, 2021 9,245,721 $ 92 $ (14,283) $ 255,071 $ 458,103 $ 84 $ 699,067

~~The following table represents changes in stockholders' equity during the three months ended June 27, 2020 (dollars in thousands):~~

Treasury Stock Additional paid-in capital Retained earnings Accumulated other comprehensive income Total
Common Stock
Shares Amount
Balance, March 28, 2020 9,173,242 $ 92 $ 0 $ 252,260 $ 355,144 $ 90 $ 607,586
Cumulative effect of implementing ASU 2016-13, net — 0 0 0 (733) 0 (733)
Net income — 0 0 0 16,674 0 16,674
Other comprehensive income, net — 0 0 0 0 68 68
Issuance of common stock under stock incentive plans 3,822 0 0 (533) 0 0 (533)
Stock-based compensation — 0 0 945 0 0 945
Balance, June 27, 2020 9,177,064 $ 92 $ 0 $ 252,672 $ 371,085 $ 158 $ 624,007


	Equity Attributable to Cavco Stockholders
				Treasury Stock		Additional paid-in capital		Retained earnings		Accumulated other comprehensive income (loss)		Total		Redeemable Noncontrolling Interest
	Common Stock
	Shares	Amount
Balance, April 3, 2021	9,241,256	$	92	$	(1,441)	$	253,835	$	431,057	$	97	$	683,640	$	—
Net income	—	—		—		—		27,046		—		27,046		—
Other comprehensive loss, net	—	—		—		—		—		(13)		(13)		—
Issuance of common stock under stock incentive plans	4,465	—		—		136		—		—		136		—
Stock-based compensation	—	—		—		1,100		—		—		1,100		—
Common stock repurchases	—	—		(12,842)		—		—		—		(12,842)		—
Balance, July 3, 2021	9,245,721	$	92	$	(14,283)	$	255,071	$	458,103	$	84	$	699,067	$	—

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16. Earnings Per Share

The following table sets forth the computation of basic and diluted earnings per share (dollars in thousands, except per share amounts):


		Three Months Ended						Three Months Ended
			July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Net income			$	27,046	$	16,674
Net income attributable to Cavco common stockholders							Net income attributable to Cavco common stockholders		$	59,602	$	27,046
Weighted average shares outstanding	Weighted average shares outstanding						Weighted average shares outstanding
Basic	Basic		9,198,229		9,174,182		Basic		8,918,280		9,198,229
Effect of dilutive securities	Effect of dilutive securities		78,300		90,479		Effect of dilutive securities		70,649		78,300
Diluted	Diluted		9,276,529		9,264,661		Diluted		8,988,929		9,276,529
Net income per share
Net income per share attributable to Cavco common stockholders							Net income per share attributable to Cavco common stockholders
Basic	Basic		$	2.94	$	1.82	Basic		$	6.68	$	2.94
Diluted	Diluted		$	2.92	$	1.80	Diluted		$	6.63	$	2.92

Anti-dilutive common stock equivalents excluded							Anti-dilutive common stock equivalents excluded		1,617		8,366

There were 8,366 anti-dilutive common stock equivalents excluded from the computation of diluted earnings per share for the three months ended July 3, 2021 and 39,996 for the three months ended June 27, 2020.

17. Fair Value Measurements

The book value and estimated fair value of our financial instruments were as follows (in thousands):


		July 3, 2021				April 3, 2021					July 2, 2022				April 2, 2022
		Book Value		Estimated Fair Value		Book Value		Estimated Fair Value			Book Value		Estimated Fair Value		Book Value		Estimated Fair Value
Available-for-sale debt securities	Available-for-sale debt securities	$	17,962	$	17,962	$	14,946	$	14,946	Available-for-sale debt securities	$	17,278	$	17,278	$	17,760	$	17,760
Marketable equity securities	Marketable equity securities	17,550		17,550		17,600		17,600		Marketable equity securities	14,583		14,583		16,780		16,780
Non-marketable equity investments	Non-marketable equity investments	22,429		22,429		21,960		21,960		Non-marketable equity investments	20,818		20,818		20,479		20,479
Consumer loans receivable	Consumer loans receivable	67,524		76,466		74,798		86,209		Consumer loans receivable	49,587		52,208		49,884		53,354

Commercial loans receivable	Commercial loans receivable	44,588		42,586		44,314		42,379		Commercial loans receivable	72,318		69,509		68,566		65,942
Secured financings other		(11,749)		(11,810)		(12,186)		(12,340)
Other secured financing										Other secured financing	(2,791)		(2,781)		(2,933)		(3,119)

See Note 19, Fair Value Measurements, and the Fair Value of Financial Instruments caption in Note 1, Summary of Significant Accounting Policies, in the Form 10-K for more information on the methodologies we use in determining fair value.

Mortgage Servicing. Mortgage Servicing Rights ("MSRs") are the rights to receive a portion of the interest coupon and fees collected from the mortgagors for performing specified mortgage servicing activities. MSRs are ~~initially~~ recorded at fair ~~value.~~value in Prepaid expenses and other current assets on the Consolidated Balance Sheets.


		July 3, 2021			April 3, 2021				July 2, 2022			April 2, 2022
Number of loans serviced with MSRs	Number of loans serviced with MSRs	4,614			4,647			Number of loans serviced with MSRs	4,216			4,346
Weighted average servicing fee (basis points)	Weighted average servicing fee (basis points)	33.86			33.57			Weighted average servicing fee (basis points)	34.70			34.76
Capitalized servicing multiple	Capitalized servicing multiple	67.3		%	45.9		%	Capitalized servicing multiple	101.5		%	85.07		%
Capitalized servicing rate (basis points)	Capitalized servicing rate (basis points)	22.78			15.42			Capitalized servicing rate (basis points)	35.22			29.57
Serviced portfolio with MSRs (in thousands)	Serviced portfolio with MSRs (in thousands)	$	594,373		$	593,939		Serviced portfolio with MSRs (in thousands)	$	543,871		$	560,178
MSRs (in thousands)	MSRs (in thousands)	$	1,354		$	916		MSRs (in thousands)	$	1,915		$	1,656

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18. Related Party Transactions

We have non-marketable equity investments in other distribution operations outside of Company-owned retail stores. In the ordinary course of business, we sell homes and lend to certain of these operations through our commercial lending programs. For the three months ended July 2, 2022 and July 3, 2021, ~~and June 27, 2020,~~ the total amount of sales to related parties was $17.2 million and $14.8 ~~millionand$12.7~~ million, respectively. As of July ~~3, 2021,~~2, 2022, receivables from related parties included ~~$4.3~~$5.3 million of accounts receivable and ~~$6.8~~$1.8 million of commercial loans outstanding. As of April ~~3, 2021,~~2, 2022, receivables from related parties included ~~$4.7~~$3.3 million of accounts receivable and ~~$9.5~~$2.6 million of commercial loans outstanding.

19. Acquisitions

On July 4, 2021, we obtained an additional 20% ownership interest in Craftsman Homes, LLC and Craftsman Homes Development, LLC (“the Entities”) which gave us a controlling interest. Accordingly, we now consolidate the Entities and the results of operations have been included in the accompanying Consolidated Financial Statements since the date of acquisition.

On September 24, 2021, we purchased certain manufactured housing assets and assumed certain liabilities of Commodore, including its six manufacturing facilities and two wholly-owned retail locations. In addition to manufacturing, Commodore also participates in commercial lending operations with its dealers. The transaction was accounted for as a business combination and the results of operations have been included in the accompanying Consolidated Financial Statements since the date of acquisition.

Pro Forma Impact of Acquisitions (unaudited). The following table presents supplemental pro forma information as if the acquisitions occurred on April 4, 2021 (in thousands, except per share data):


	Three Months Ended
		July 3, 2021
Net revenue		$	411,752
Net income attributable to Cavco common stockholders		28,022
Diluted net income per share		3.02

20. Business Segment Information

We operate principally in 2 segments: (1) factory-built housing, which includes wholesale and retail factory-built housing operations and (2) financial services, which includes manufactured housing consumer finance and insurance. The following table provides selected financial data by segment (in thousands):


		Three Months Ended						Three Months Ended
			July 3, 2021		June 27, 2020				July 2, 2022		July 3, 2021
Net revenue	Net revenue						Net revenue
Factory-built housing	Factory-built housing		$	312,283	$	238,090	Factory-built housing		$	572,597	$	312,283
Financial services	Financial services		18,139		16,711		Financial services		15,741		18,139
			$	330,422	$	254,801			$	588,338	$	330,422

Income before income taxes
Income (loss) before income taxes							Income (loss) before income taxes
Factory-built housing	Factory-built housing		$	33,559	$	18,450	Factory-built housing		$	79,772	$	33,559
Financial services	Financial services		1,919		3,230		Financial services		(462)		1,919
			$	35,478	$	21,680			$	79,310	$	35,478

~~20. Subsequent Event~~

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On July 23, 2021, we entered into an agreement to acquire the business and certain assets and liabilities of The Commodore Corporation ("Commodore"), including its 6 manufacturing and 2 retail locations. Commodore is the largest private independent builder of manufactured and modular housing in the United States, operating under a variety of strong brand names. Commodore operates across the Northeast, Midwest and Mid-Atlantic regions, with wholly owned retail stores. In addition to manufacturing, Commodore also has a commercial lending portfolio with its dealers that we will acquire and continue. For the last 12 months ended March 31, 2021, Commodore generated net sales of approximately $258 million and sold over ~~6,600~~ ~~modules, equating to over 3,700 homes.~~

The purchase price totals $153 million, before certain adjustments that will be determined upon close of the transaction. The estimated cash outlay is $140 million after adjustments and including transaction fees. We expect to fund the acquisition entirely with cash on hand. The transaction is expected to close in our third quarter of fiscal year 2022, subject to applicable regulatory approvals and satisfaction of certain customary conditions.


	July 2, 2022		April 2, 2022
Total assets:
Factory-built housing	$	962,704	$	929,535
Financial services	221,096		225,437
	$	1,183,800	$	1,154,972

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Statements in this Report on Form 10-Q include "forward-looking statements," within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 ~~as amended~~ (the "Exchange Act"), and the Private Securities Litigation Reform Act of 1995. Forward-looking statements are often characterized by the use of words such as "believes," "estimates," "expects," "projects," "may," "will," "intends," "plans," or "anticipates," or by discussions of strategy, plans or intentions. Forward-looking statements are typically included, for example, in discussions regarding the manufactured housing and site-built housing industries; our financial performance and operating results; our liquidity and financial resources; our outlook with respect to the Company and the manufactured housing business in general; the expected effect of certain risks and uncertainties on our business, financial condition and results of operations; economic conditions and consumer confidence; increasing interest rates; inflation; potential acquisitions, strategic investments and other expansions; the sufficiency of our liquidity; operational and legal risks; how ~~the Company~~we may be affected by the ~~novel coronavirus~~ COVID-19 pandemic ("COVID-19") or any other pandemic or outbreak; labor shortages and the pricing and availability of raw materials; governmental regulations and legal proceedings; the availability of favorable consumer and wholesale manufactured home financing; ~~market interest rates and Company investments~~ and the ultimate outcome of our commitments and contingencies. Forward-looking statements contained in this Report on Form 10-Q ("Report") speak only as of the date of this report or, in the case of any document incorporated by reference, the date of that document. We do not intend to publicly update or revise any forward-looking statement contained in this Report ~~on Form 10-Q~~ or in any document incorporated herein by reference to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over ~~time.~~time, except as required by law.

Forward-looking statements involve risks, uncertainties and other factors that may cause our actual results, performance or achievements to be materially different from those expressed or implied by such forward-looking statements, many of which are beyond our control. To the extent that our assumptions and expectations differ from actual results, our ability to meet such forward-looking statements, including the ability to generate positive cash flow from operations, may be significantly hindered. Factors that could affect our results and cause them to materially differ from those contained in the forward-looking statements include, without limitation, those discussed inunder Risk Factors in Part I, Item 1A of our ~~2021~~2022 Annual Report on Form 10-K filed with the Securities and Exchange Commission ("Form 10-K").

Introduction

The following should be read in conjunction with Cavco Industries, Inc. and its subsidiaries' (collectively, "we," "us," "our," the "Company" or "Cavco") Consolidated Financial Statements and the related Notes that appear in Item 1 of this Report. References to "Note" or "Notes" pertain to the Notes to our Consolidated Financial Statements.

Company Overview

Headquartered in Phoenix, Arizona, we design and produce factory-built housing products primarily distributed through a network of independent and Company-owned retailers, planned community operators and residential developers. We are one of the largest producers of manufactured homes in the United States, based on reported wholesale ~~shipments,~~shipments. Our products are marketed under a variety of brand names including Cavco, Fleetwood, Palm Harbor, Nationwide, Fairmont, Friendship, Chariot Eagle, Destiny, Commodore, Colony, Pennwest, R-Anell, Manorwood and ~~Destiny.~~MidCountry. We are also ~~one of the~~a leading ~~producers~~producer of park model RVs, vacation cabins and factory-built commercial ~~structures, as well as modular homes built~~ ~~primarily~~ ~~under the Nationwide Homes brand.~~structures. Our finance subsidiary, CountryPlace Acceptance Corp. ("CountryPlace"), is an approved Federal National Mortgage Association ("Fannie Mae") and Federal Home Loan Mortgage Corporation ("Freddie Mac") seller/servicer and a Government National Mortgage Association ("Ginnie Mae") mortgage-backed securities issuer that offers conforming mortgages, non-conforming mortgages and home-only loans to purchasers of factory-built homes. Our insurance subsidiary, Standard Casualty Company ("Standard Casualty"), provides property and casualty insurance to owners of manufactured homes.

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We operate 2026 homebuilding production lines ~~located~~ in Millersburg and Woodburn, Oregon; Riverside, California; Nampa, Idaho; ~~Riverside, California;~~ Phoenix and Goodyear, Arizona; Austin, Fort Worth, Seguin and Waco, Texas; Montevideo, Minnesota; Dorchester, Wisconsin; Nappanee and Goshen, Indiana; Lafayette, Tennessee; Douglas and Moultrie, Georgia; Shippenville and Emlenton, Pennsylvania; Martinsville and Rocky Mount, Virginia; ~~Douglas and Moultrie, Georgia;~~Cherryville, North Carolina; and Ocala and Plant City, Florida. The majority of the homes produced are sold to, and distributed by, independently owned and controlled retail operations located throughout the United States and Canada. In addition, our homes are sold through 4045 Company-owned U.S. retail locations.

Included in the above figures are two recent acquisitions. On July 4, 2021, we purchased an additional 20% ownership in Craftsman Homes, LLC and Craftsman Homes Development, LLC (collectively known as "Craftsman") in addition to our existing 50% ownership, making us controlling owner. Craftsman is a manufactured home retailer with four locations in Nevada selling Company and other manufacturer branded homes. They also provide general construction to setup the customer's property and assist with multi-home developments and multi-family dwellings. The transaction was accounted for as a business combination achieved in stages and the results of operations have been included in the accompanying Consolidated Financial Statements since the date of the acquisition of the additional 20% interest, with a reduction for the earnings attributable to the noncontrolling shareholder.

On September 24, 2021, we purchased certain manufactured housing assets and assumed certain liabilities of The Commodore Corporation ("Commodore"), including its six manufacturing facilities and two wholly-owned retail locations. In addition to manufacturing, Commodore also participates in commercial lending operations with its dealers. The transaction was accounted for as a business combination and the results of operations have been included in the accompanying Consolidated Financial Statements since the date of acquisition.

Company and Industry Outlook

According to data reported by the Manufactured Housing Institute, industry home shipments increased ~~14.9%~~13.4% for the first 5 months of calendar year ~~2021~~2022 compared to the same period ~~in the prior year, which was impacted by shutdowns related to COVID-19. However, we~~ last year.~~did not experience any significant factory shutdowns in the prior year period like some other industry participants did.~~

The industry offers solutions to the affordable housing crisis and these ~~industry~~ shipment numbers ~~do not represent demand; instead, they represent~~reflect the industry's ability to produce in the current environment. The average price per square foot for a manufactured home is usually lower than a site-built home. Also, based on the ~~relatively~~comparatively low cost associated with manufactured home ownership, our products have traditionally competed with rental housing's monthly payment affordability.

The two largest manufactured housing consumer demographics, young adults and those who are age 55 and older, are both growing. "First-time" and "move-up" buyers of affordable homes are historically among the largest segments of new manufactured home purchasers. Included in this group are lower-income households that are particularly affected by periods of low employment rates and underemployment. Consumer confidence is especially important among manufactured home buyers interested in our products for seasonal or retirement living.

We ~~seek out~~employ a concerted effort to identify niche market opportunities where our diverse product lines and custom building capabilities provide us with a competitive advantage. We are focused on building quality, energy efficient homes for the modern home buyer. Our green building initiatives involve the creation of an energy efficient envelope, ~~and~~including higher utilization of renewable ~~materials. These homes~~materials and provide ~~environmentally-friendly maintenance requirements, typically~~ lower utility ~~costs and sustainability.~~costs. We also build homes designed to use alternative energy sources, such as solar.

We maintain a conservative cost structure in an effort to build added value into our homes and we work diligently to maintain a solid financial position. Our balance sheet strength, including the position in cash and cash equivalents, helps avoid liquidity problems and enables us to act effectively as market opportunities or challenges present themselves.

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We continue to make certain commercial loan programs available to members of our wholesale distribution chain. Under direct commercial loan arrangements, we provide funds for financed home purchases by distributors, community owners and developers (see Note 7 to the Consolidated Financial Statements). Our involvement in commercial loans helps to increase the availability of manufactured home financing to distributors, community owners and developers and provides additional ~~opportunity~~opportunities for product exposure to potential home buyers. While these initiatives support our ongoing efforts to expand product distribution, they also expose us to risks associated with the creditworthiness of this customer base and our inventory financing partners.

The lack of an efficient secondary market for manufactured home-only loans and the limited number of institutions providing such loans results in higher borrowing costs for home-only loans and continues to constrain industry growth. We work ~~directly~~independently and with other industry participants to develop secondary market opportunities for manufactured home-only loan and non-conforming mortgage portfolios and expand lending availability in the industry. Additionally, we continue to invest in community-based lending initiatives that provide home-only financing to ~~new~~ residents of certain manufactured home communities. We also develop and invest in home-only lending programs to grow sales of homes through traditional distribution points. We believe that growing our investment and participation in home-only lending may provide additional sales growth opportunities for our ~~financial services segment, as well as provide a means that could lead to increased home sales for our~~ factory-built housing ~~operations.~~operations and reduce our exposure to the actions of independent lenders.

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~~Operational efficiencies~~Home order rates have ~~declined~~moderated from hiring challenges, higher and largely unpredictable factory employee absenteeism and other inefficiencies from building material supply shortages. Accordingly, our total average plant capacity utilization rate was approximately 75%the extreme highs we saw during the ~~first fiscal~~summer of 2020 to the summer of 2021. However, our backlogs at July 2, 2022 were $1.0 billion, consistent with the sequential prior quarter of ~~2022, which remains consistent with that of our fourth quarter of fiscal 2021.~~

~~Sales order activity remained exceptionally strong during the~~ ~~first fiscal quarter~~$1.1 billion ~~of 2022~~ and was nearly 50% higher than the comparable prior year quarter. Increased order volume is the result of a higher number of well-qualified home buyers making purchase decisions, supported by reduced home loan interest rates. Increased orders outpaced the challenging production environment during the quarter, raising order backlogsup $206 million, or 26.3%, compared to ~~$792~~$792 million at July 3, ~~2021, up 31.3% compared~~2021. The year over year increase includes $231 million attributable to ~~$603 million at April 3, 2021 and up 404.5% compared to $157 million at June 27, 2020. Backlog excludes~~Commodore. Backlogs exclude home orders that have been paused or canceled at the request of the customer.

Key housing building materials include wood, ~~and~~ wood products, steel, gypsum wallboard, ~~steel,~~ windows, doors fiberglass insulation, carpet, vinyl, fasteners, plumbing materials, aluminum, appliances ~~insulation~~ and ~~other petroleum-based produ~~electrical items~~cts.~~. Fluctuations in the cost of materials and labor may affect gross margins from home sales to the extent that costs cannot be efficiently matched to the home sales price. Pricing and availability of certain raw materials have recently been volatile due to a number of factors in thethe current environment. We continue to monitor and react to inflation in these materials by maintaining a focus on our product pricing in response to higher materials costs, but such product pricing increases may lag behind the escalation of such costs. From time to time and to varying degrees, we may experience shortages in the availability of materials and/or labor in the markets served. Availability of these ~~products~~inputs has not caused asignificant production ~~halt~~halts in the current period, but we have experienced periodic shutdowns in other periods and shortages of primary building materials have caused production inefficiencies as we have needed to change processes in response to the delay in materials. These shortages may also result in extended order backlogs, delays in the delivery of homes and reduced gross margins from home sales.

While it is difficult to predict the future of housing demand, employee availability, supply chain and Company performance and operations, maintaining an appropriately sized and well-trained workforce is key to increasing production to meet increased demand, and we face challenges in overcoming labor-related difficulties in the current environment to increase home production. We continually review the wage rates of our production employees and have established other monetary incentive and benefit programs, with a goal of providing competitive compensation. We are also ~~provide leadership training~~working to ~~new managers and other employees in supervisory roles to enhance communication and improve the oversight and motivation of other employees,~~ more extensively use ~~online~~web-based recruiting tools, update our recruitment brochures and improve the appearance and appeal of our manufacturing facilities to improve the recruitment and retention of qualified production employees and reduce annualized turnover rates. ~~Regardless, we~~We believe our ability to recruit the workforce we need to help meet the overall need for affordable housing continues to improve.

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In the financial services segment, we continue to assist customers in need by servicing existing loans and insurance policies and complying with state and federal regulations regarding loan forbearance, home foreclosures and policy cancellations. Certain loans serviced for investors expose us to cash flow deficits if customers do not make contractual monthly payments of principal and interest in a timely manner. For certain loans serviced for Ginnie Mae and Freddie Mac, and home-only loans serviced for certain other investors, we must remit scheduled monthly principal and/or interest payments and principal curtailments regardless of whether monthly mortgage payments are collected from borrowers. Ginnie Mae permits cash obligations on loans in forbearance from COVID-19 to be offset by other incoming cash flows from loans such as loan pre-payments. ~~Although monthly~~Monthly collections of principal and interest from borrowers have exceeded scheduled principal and interest payments owed to ~~investors,~~investors; however, mandatory extended forbearance under the Coronavirus Aid, Relief and Economic Security Act and certain other regulations related to COVID-19 could negatively impact cash obligations in the future.

~~Table of Contents~~

Results of Operations

Net ~~Revenue.~~Revenue

Three Months Ended
($ in thousands, except revenue per home sold) July 3,
2021 June 27,
2020 Change
Factory-built housing $ 312,283 $ 238,090 $ 74,193 31.2 %
Financial services 18,139 16,711 1,428 8.5 %
$ 330,422 $ 254,801 $ 75,621 29.7 %
Factory-built homes sold
by Company-owned retail sales centers 723 752 (29) (3.9) %
to independent retailers, builders, communities & developers 2,977 2,597 380 14.6 %
3,700 3,349 351 10.5 %
Net factory-built housing revenue per home sold $ 84,401 $ 71,093 $ 13,308 18.7 %













	Three Months Ended
($ in thousands, except revenue per home sold)	July 2, 2022		July 3, 2021		Change
Factory-built housing	$	572,597	$	312,283	$	260,314	83.4	%
Financial services	15,741		18,139		(2,398)		(13.2)	%
	$	588,338	$	330,422	$	257,916	78.1	%





Factory-built homes sold
by Company-owned retail sales centers	873		723		150		20.7	%
to independent retailers, builders, communities and developers	4,473		2,977		1,496		50.3	%
	5,346		3,700		1,646		44.5	%
Net factory-built housing revenue per home sold	$	107,108	$	84,401	$	22,707	26.9	%

In the factory-built housing segment, the increase in Net ~~revenues~~revenue was primarily due to ~~a 10.5% increase in units sold and 18.7%~~an increase in the average sales ~~price.~~price and the number of units sold. The higher home prices were driven by product price ~~increases and a shift toward more multi-section homes.~~increases. Home sales volume increased from ~~higher factory capacity utilization. On a sequential basis, adjusting~~the addition of Commodore, which provided $101 million in Net revenue for the ~~extra week of production in the fourth quarter of fiscal year 2021, home sales volume would have also increased from slightly~~three months ended July 2, 2022, and higher factory capacity utilization.

Net factory-built housing revenue per home sold is a volatile metric dependent upon several factors. A primary factor is the price disparity between sales of homes to independent distributors, builders, communities and developers and sales of homes to consumers by Company-owned retail stores. Wholesale sales prices are primarily comprised of the home and the cost to ship the home from a homebuilding facility to the home-site. Retail home prices include these items and retail markup, as well as items that are largely subject to home buyer discretion, including, but not limited to, installation, utility connections, site improvements, landscaping and additional services. Our homes are constructed in one or more floor sections ("modules") which are then installed on the customer's site. Changes in the number of modules per home, the selection of different home types/models and optional home upgrades create changes in product mix, also causing fluctuations in this metric. The table below presents the mix of modules and homes ~~shipped~~sold for the three months ended July 2, 2022 and July 3, ~~2021 and June 27, 2020:~~2021:

Three Months Ended
July 3,
2021 June 27,
2020 Change
Modules Homes Modules Homes Modules Homes
U.S. Housing and Urban Development code homes 5,652 3,276 4,881 2,865 15.8 % 14.3 %
Modular homes 468 226 466 215 0.4 % 5.1 %
Park model RVs 198 198 269 269 (26.4) % (26.4) %
6,318 3,700 5,616 3,349 12.5 % 10.5 %

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	Three Months Ended
	July 2, 2022		July 3, 2021		Change
	Modules	Homes	Modules	Homes	Modules		Homes
HUD code homes	8,515	4,854	5,652	3,276	50.7	%	48.2	%
Modular homes	486	251	468	226	3.8	%	11.1	%
Park model RVs	241	241	198	198	21.7	%	21.7	%
	9,242	5,346	6,318	3,700	46.3	%	44.5	%

Financial services segment revenue ~~increased~~decreased primarily due to higher volume in home loan sales and more insurance policies in force in the current year compared to the prior year. These gains were partially offset by lower unrealized gains on marketable equity securities in the insurance subsidiary's portfolio, which were $0.4 million and $1.0 million for the three months ended July 3, 2021 and June 27, 2020, respectively, and lower interest income earned on the acquired consumer loan portfolios that continue to ~~amortize.~~

~~Table~~amortize, unrealized losses on marketable equity securities in the insurance subsidiary's portfolio and lower volume of ~~Contents~~

home loan sales, partially offset by more insurance policies in force. For the three months ended July 2, 2022 and July 3, 2021, we recognized unrealized losses on marketable equity securities of $1.2 million and unrealized gains of $0.4 million, respectively.

Gross ~~Profit.~~Profit

Three Months Ended
($ in thousands) July 3,
2021 June 27,
2020 Change
Factory-built housing $ 66,273 $ 46,992 $ 19,281 41.0 %
Financial services 7,740 8,331 (591) (7.1) %
$ 74,013 $ 55,323 $ 18,690 33.8 %
Gross profit as % of Net revenue
Consolidated 22.4 % 21.7 % N/A 0.7 %
Factory-built housing 21.2 % 19.7 % N/A 1.5 %
Financial services 42.7 % 49.9 % N/A (7.2) %













	Three Months Ended
($ in thousands)	July 2, 2022			July 3, 2021			Change
Factory-built housing	$	139,586		$	66,273		$	73,313	110.6	%
Financial services	5,138			7,740			(2,602)		(33.6)	%
	$	144,724		$	74,013		$	70,711	95.5	%

Gross profit as % of Net revenue
Consolidated	24.6		%	22.4		%	N/A		2.2	%
Factory-built housing	24.4		%	21.2		%	N/A		3.2	%
Financial services	32.6		%	42.7		%	N/A		(10.1)	%

Factory-built housing gross profit increased for the three months ended July 2, 2022 primarily due to higher average sales prices, increased home sales volume and streamlining of our HUD code product offering across our network, partially offset by higher ~~average sales prices.~~materials costs per unit. We continue to monitor and react to inflation in building material prices by maintaining a focus on our product pricing; however, product price increases may lag behind the escalation of building material costs. ~~Gross profit as a percentage of Net revenue also increased this period from a shift toward more multi-section homes.~~

For the three months ended July 2, 2022, Financial services gross profit decreased primarily due to higher ~~weather-related~~weather related claims ~~volume~~ and ~~lower~~ unrealized ~~gains~~losses on marketable equity ~~securities.~~securities compared to unrealized gains in the prior year period.

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Selling, General and Administrative ~~Expenses.~~Expenses


		Three Months Ended											Three Months Ended
($ in thousands)	($ in thousands)	July 3, 2021			June 27, 2020			Change				($ in thousands)	July 2, 2022			July 3, 2021			Change
Factory-built housing	Factory-built housing	$	35,497		$	30,737		$	4,760	15.5	%	Factory-built housing	$	60,923		$	35,497		$	25,426	71.6	%
Financial services	Financial services	5,335			4,586			749		16.3	%	Financial services	5,213			5,335			(122)		(2.3)	%
		$	40,832		$	35,323		$	5,509	15.6	%		$	66,136		$	40,832		$	25,304	62.0	%
Selling, general and administrative expenses as % of Net revenue	Selling, general and administrative expenses as % of Net revenue	12.4		%	13.9		%	N/A		(1.5)	%	Selling, general and administrative expenses as % of Net revenue	11.2		%	12.4		%	N/A		(1.2)	%

For the three months ended July 2, 2022, Selling, general and administrative expenses related to factory-built housing increased between periods primarily from the addition of Commodore, higher salary and incentive-based compensation ~~expense. This was partially offset by a reduction~~expense and expenses incurred in engaging third-party consultants in relation to claiming the non-recurring energy efficient home net tax credits which were recognized in the ~~amortization of the additional Director and Officer insurance premium, added in the third quarter~~second half of fiscal ~~year 2019, which was~~ ~~$2.1 million for the three months ended June 27, 2020, with no expense in the current period~~.2022.

~~In Financial services,~~As a percentage of Net revenue, Selling, general and administrative expenses ~~increased primarily~~improved 120 basis points from ~~greater expensing~~better utilization of ~~deferred origination~~fixed costs on higher ~~loan sales and higher compensation expense.~~

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sales.

Other Components of Net ~~Income.~~Income


		Three Months Ended											Three Months Ended
($ in thousands)	($ in thousands)	July 3, 2021			June 27, 2020			Change				($ in thousands)	July 2, 2022			July 3, 2021			Change
Interest expense	Interest expense	$	164		$	196		$	(32)	(16.3)	%	Interest expense	$	161		$	164		$	(3)	(1.8)	%
Other income, net	Other income, net	2,461			1,876			585		31.2	%	Other income, net	883			2,461			(1,578)		(64.1)	%
Income tax expense	Income tax expense	8,432			5,006			3,426		68.4	%	Income tax expense	19,616			8,432			11,184		132.6	%
Effective tax rate	Effective tax rate	23.8		%	23.1		%	N/A		0.7	%	Effective tax rate	24.7		%	23.8		%	N/A		0.9	%

Interest expense consists primarily of ~~debt service on the financings of manufactured home-only loans and~~ interest related to finance leases.

Other income, net primarily consists of realized and unrealized gains and losses on corporate investments, interest income related to commercial loan receivable balances, interest income earned on cash balances and gains and losses from the sale of property, plant and equipment. ~~The increase is driven by more~~Other income, net declined from a $1.1 million unrealized loss on corporate marketable investments and lower interest income ~~earned~~ on ~~larger~~reduced cash ~~and commercial loan receivables than the prior year period.~~balances.

Liquidity and Capital Resources

We believe that cash and cash equivalents at July ~~3, 2021,~~2, 2022, together with cash flow from operations, will be sufficient to fund our operations, cover our obligations and provide for growth for the next 12 months and into the foreseeable future. We maintain cash in U.S. Treasury and other money market funds, some of which are in excess of federally insured limits. We expect to continue to evaluate potential acquisitions of, or strategic investments in, businesses that are complementary to the Company, as well as other expansion opportunities. Such transactions may require the use of cash and have other impacts on our liquidity and capital resources. Because of our sufficient cash position, we have not historically sought external sources of liquidity, with the exception of certain credit facilities for ~~the~~our home-only lending programs. Regardless, depending on our operating results and strategic opportunities, we may ~~need~~choose to seek additional or alternative sources of financing in the future. There can be no assurance that such financing would be available on satisfactory terms, if at all. If this financing were not available, it could be necessary for us to reevaluate our long-term operating plans to make more efficient use of our existing capital resources at such time. The exact nature of any changes to our plans that would be considered depends on various factors, such as conditions in the factory-built housing industry and general economic conditions outside of our control.

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State insurance regulations restrict the amount of dividends that can be paid to stockholders of insurance companies. As a result, the assets owned by our insurance subsidiary are generally not available to satisfy the claims of Cavco or its legal subsidiaries. We believe that stockholders' equity at the insurance subsidiary remains sufficient and do not believe that the ability to pay ordinary dividends to Cavco at anticipated levels will be restricted per state regulations.

The following is a summary of the Company's cash flows for the three months ended July 2, 2022 and July 3, 2021, ~~and June 27, 2020,~~ respectively:


		Three Months Ended							Three Months Ended
(in thousands)	(in thousands)	July 3, 2021		June 27, 2020		$ Change		(in thousands)	July 2, 2022		July 3, 2021		$ Change
Cash, cash equivalents and restricted cash at beginning of the fiscal year	Cash, cash equivalents and restricted cash at beginning of the fiscal year	$	339,307	$	255,607	$	83,700	Cash, cash equivalents and restricted cash at beginning of the fiscal year	$	259,334	$	339,307	$	(79,973)
Net cash provided by operating activities	Net cash provided by operating activities	24,275		35,692		(11,417)		Net cash provided by operating activities	58,240		24,275		33,965
Net cash (used in) provided by investing activities		(3,616)		105		(3,721)
Net cash used in investing activities								Net cash used in investing activities	(24,399)		(3,616)		(20,783)
Net cash used in financing activities	Net cash used in financing activities	(13,150)		(922)		(12,228)		Net cash used in financing activities	(40,213)		(13,150)		(27,063)
Cash, cash equivalents and restricted cash at end of the period	Cash, cash equivalents and restricted cash at end of the period	$	346,816	$	290,482	$	56,334	Cash, cash equivalents and restricted cash at end of the period	$	252,962	$	346,816	$	(93,854)

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Net cash provided by operating activities ~~decreased~~increased primarily ~~due to the rising material costs of our raw materials and~~from higher ~~purchases of such materials.~~net income adjusted for non-cash items. This increase was partially offset by ~~higher proceeds from consumer~~increased lending in our Financial Services segment, as well as under our commercial loan ~~sales of $49.6 million compared to $39.3 million in the previous year.~~

programs. Consumer loan originations ~~decreased $4.7~~increased $4.8 million to $47.5 million for the three months ended July 2, 2022 from $42.7 million for the three months ended July 3, ~~2021 from $47.4 million for the three months ended June 27, 2020 due to origination personnel shortages.~~

We enter into commercial loan arrangements with distributors, communities and developers under which the Company provides funds for financing homes. In addition, we enter into commercial loan arrangements with certain distributors of our products under which the Company provides funds for wholesale purchases. We have also invested in community-based lending initiatives that provide home-only financing to new residents of certain manufactured home communities. For additional information regarding our commercial loans receivable, ~~see Note 7 to the Consolidated Financial Statements.~~ Further, we invest in and develop home-only loan pools and lending programs to attract third party financier interest in order to grow sales of new homes through traditional distribution points. Increased lending activity resulted in a net use of ~~$0.2 million~~ ~~while the prior period net activity provided~~ ~~$2.6 million.~~2021.

Net cash used in ~~or provided by~~ investing activities ~~consist~~consists of buying and selling debt and marketable equity securities in our Financial Services segment, purchases of property, plant and equipment and funding strategic growth acquisitions. Greater cash ~~was~~ used in the current period ~~for~~reflects the purchase of ~~debt securities.~~plant facilities in Hamlet, North Carolina.

Net cash used in financing activities for the current period was primarily for the repurchase of common ~~stock.~~

We entered into secured credit facilities with independent third-party banks to facilitate the origination of consumer home-only loans to be held for investment, secured by the manufactured homes which were subsequently pledged as collateral to the facilities. Upon completion of the draw down periods, these facilities were converted into an amortizing loan based on a 20 or 25-year amortization period with a balloon payment due upon maturity. As of July 3, 2021, the outstanding balance of the converted loans was $8.0 million with a weighted average interest rate of ~~4.91%~~stock.

~~Contractual Commitments and Contingencies.~~ ~~There were no material changes to the contractual obligations as set forth in our Annual Report on Form 10-K.~~

~~Critical Accounting Policies~~

There have been no other significant changes to our critical accounting policies during the three months ended July 3, 2021, as compared to those disclosed in Part II, Item 7 of our Form 10-K, under the heading "Critical Accounting Policies," which provides a discussion of the critical accounting policies that management believes affect its more significant judgments and estimates used in the preparation of the Company's Consolidated Financial Statements.

~~Other Matters~~

~~Related Party Transactions.~~ ~~See Note 18 to the Consolidated Financial Statements~~ ~~for a discussion~~ ~~of our related party transactions.~~

~~Off Balance Sheet Arrangements~~

See Note 14 to the Consolidated Financial Statements for a discussion of our off-balance sheet commitments, which discussion is incorporated herein by reference.

Obligations and Commitments. There were no material changes to the obligations and commitments as set forth in our Annual Report on Form 10-K.

Critical Accounting Estimates

Except as described in Note 1 to the Consolidated Financial Statements, there have been no other significant changes to our critical accounting estimates during the three months ended July 2, 2022, as compared to those disclosed in Part II, Item 7 of our Form 10-K, under the heading "Critical Accounting Estimates," which provides a discussion of the critical accounting estimates that management believes affect its more significant judgments and estimates used in the preparation of the Company's Consolidated Financial Statements.

Other Matters

Impact of Inflation. At the end of the period, inflation was the highest in the U.S. in over 30 years. Our ability to maintain certain levels of gross margin can be adversely impacted by sudden increases in specific costs, such as the increases in materials and labor. In addition, measures used by the Federal Reserve to combat inflation, such as increases in interest rates, could also have an impact on the ability of home buyers to obtain affordable financing. We can give no assurance that inflation will not affect our future profitability and financial position.

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Item 3. Quantitative and Qualitative Disclosures About Market Risk

There have been no material changes from the quantitative and qualitative disclosures about market risk previously disclosed in the Form 10-K.

~~Table of Contents~~

Item 4. Controls and Procedures

(a) Disclosure Controls and Procedures

The Company carried out an evaluation, under the supervision and with the participation of the Company's management, including its President and Chief Executive Officer and its ~~Principal~~Chief Financial Officer, of the effectiveness of its disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)). Based upon that evaluation, the Company's President and Chief Executive Officer and its ~~Principal~~Chief Financial Officer concluded that, as of July ~~3, 2021,~~2, 2022, its disclosure controls and procedures were effective.

(b) Changes in Internal Control over Financial Reporting

There ~~have~~has been no ~~changes~~change in the Company's internal ~~controls~~control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the fiscal quarter ended July ~~3, 2021~~2, 2022 which ~~have~~has materially affected, or ~~are~~is reasonably likely to materially affect, the Company's internal control over financial reporting.

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PART II. OTHER INFORMATION

Item 1. Legal Proceedings

See the information under the "Legal Matters" caption in Note 14 to the Consolidated Financial Statements, which is incorporated herein by reference.

Item 1A. Risk Factors

In addition to the other information set forth in this Report, you should carefully consider the factors discussed in Part I, Item 1A, Risk Factors, in the Form 10-K, which could materially affect our business, financial condition or future results. The risks described in this Report and in the Form 10-K are not the only risks facing the Company. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

OnAs announced on October ~~27,~~29, 2020 in a current report on Form 8-K, the Company's Board of Directors approved a $100 million stock repurchase program ~~which was announced on a Current Report on Form 8-K filed with the Securities and Exchange Commission on October 29, 2020, and that may be used~~ to purchase its outstanding common stock. The ~~repurchases may be made in~~program was completed during the ~~open market or in privately negotiated transactions in compliance with applicable state and federal securities laws and other legal requirements. The level~~first quarter of ~~repurchase activity is subject to market conditions and other investment opportunities.~~fiscal year 2023. The repurchase program ~~does not obligate us to acquire any particular amount of common stock and may be suspended or discontinued at any time. The repurchase program is~~was funded using our available cash. The following table sets forth repurchases of our common stock during the ~~first quarter~~current quarter:


Period	Total Number of Shares Purchased	Average Price Paid Per Share		Total Number of Shares Purchased as Part of the Publicly Announced Program	Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program (in thousands)
April 3, 2022 to May 7, 2022	163,040	$	238.96	163,040	$	—
May 8, 2022 to June 4, 2022	—	—		—	—
June 5, 2022 to July 2, 2022	—	—		—	—
	163,040	$	238.96	163,040	$	—

As announced on May 26, 2022 in a current report on Form 8-K, the Company's Board of ~~fiscal year 2022:~~

Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of the Publically Announced Program Approximate Dollar Value of Shares That May Yet Be Purchased Under the Program (in thousands)
April 4, 2021 to
      May 8, 2021
32,984 $ 212.87 32,984 $ 91,538
May 9, 2021 to
      June 5, 2021
28,317 205.56 28,317 85,717
June 6, 2021 to
      July 3, 2021
— — — 85,717
61,301 61,301
Directors approved another $100 million stock repurchase program with the same terms and conditions as the previous plan. There have been no repurchases made under this program.

Item 5. Other Information

There is no other information required to be disclosed under this item which was not previously disclosed.

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Item 6. Exhibits

Exhibit No.

Exhibit

Exhibit No.

Exhibit

31.1

(1)

Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Rule 13a-14(a)/15d-14(a)

31.1

(1)

Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Rule 13a-14(a)/15d-14(a)

31.2

(1)

Certification of Principal Financial and Accounting Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Rule 13a-14(a)/15d-14(a)

31.2

(1)

Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002 - Rule 13a-14(a)/15d-14(a)

(2)

Certification Pursuant to 18 U.S.C. 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

(2)

Certification of Principal Executive Officer and Principal Financial Officer Pursuant to 18 U.S.C. 1350, As Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

101.INS

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Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)

104

Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

All other items required under Part II are omitted because they are not applicable.

(1) Filed herewith.

(2) Furnished herewith.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.


Cavco Industries, Inc.
Registrant

Signature	Title	Date

/s/ William C. Boor	Director, President and Chief Executive Officer	August ~~6, 2021~~5, 2022
William C. Boor	(Principal Executive Officer)

/s/ ~~Paul Bigbee~~Allison K. Aden	Executive Vice President, Chief ~~Accounting~~Financial Officer & Treasurer	August ~~6, 2021~~5, 2022
~~Paul Bigbee~~Allison K. Aden	(Principal Financial ~~and Accounting~~ Officer)


	July 3, 2021
	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses		Fair Value
Residential mortgage-backed securities	$	2,609	$	26	$	(11)	$	2,624
State and political subdivision debt securities	8,265		109		(19)		8,355
Corporate debt securities	6,982		12		(11)		6,983
	$	17,856	$	147	$	(41)	$	17,962


	July 3, 2021		April 3, 2021
Secured term loan	$	7,980	$	8,210
Other secured financings	3,473		3,672
Finance lease obligations	296		304
	11,749		12,186
Less current portion	(1,822)		(1,851)
	$	9,927	$	10,335