UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 24, 2006
Centex Corporation
(Exact name of registrant as specified in its charter)
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Nevada
(State or other jurisdiction
of incorporation)
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1-6776
(Commission File Number)
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75-0778259
(IRS Employer
Identification No.) |
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2728 N. Harwood Street, Dallas, Texas
(Address of principal executive offices)
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75201
(Zip code) |
Registrant’s telephone number including area code: (214) 981-5000
Not Applicable
(Former name or former address if changed from last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the
filing obligation of the registrant under any of the following provisions:
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Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c)) |
TABLE OF CONTENTS
Item 2.02. Results of Operations and Financial Condition.
On October 24, 2006, Centex Corporation, a Nevada corporation (the “Corporation”), announced its
results of operations for the quarter ended September 30, 2006. A copy of the Corporation’s press
release (the “Press Release”) announcing these results is being furnished as Exhibit 99.1 hereto
and is hereby incorporated in this Item 2.02 in its entirety by reference.
The Press Release refers to certain non-GAAP financial measures. The Corporation believes that
these non-GAAP performance measures, used in managing the business, may provide users of this
financial information with additional meaningful comparisons between current results and results in
prior periods. Non-GAAP performance measures should be viewed in addition to, and not as an
alternative to, the Corporation’s reported results under accounting principles generally accepted
in the United States. The definitions of the non-GAAP terms used and
reconciliations to the comparable GAAP measure are included in the applicable attachment to the Press
Release.
As previously announced, senior management of the Corporation will hold a conference call
on October 25, 2006 at 10 a.m. Eastern time (9 a.m., Central time) to discuss the results of operations of the Corporation for such
period and other matters. A copy of the materials to be provided to investors in the form of a web cast in connection with this conference call is
being furnished as Exhibit 99.2 hereto. The information contained in such exhibit is incorporated by reference in this Item 2.02, but shall
not be deemed filed for any purpose under the Securities Exchange Act of 1934.
Item 7.01. Regulation FD Disclosure.
On October 24, 2006, Centex Corporation, a Nevada corporation (the “Corporation”), announced its
results of operations for the quarter ended September 30, 2006. A copy of the Corporation’s press
release (the “Press Release”) announcing these results, other information and earnings per share
guidance for the fiscal year ending March 31, 2007 is being furnished as Exhibit 99.1 hereto. The
information in the Press Release under the captions “Additional Developments” and “Outlook” is
furnished pursuant to this Item 7.01.
As previously announced, senior management of the Corporation will hold a conference call
on October 25, 2006 at 10 a.m. Eastern time (9 a.m., Central time) to discuss the results of operations of the Corporation for such
period and other matters. A copy of the materials to be provided to investors in the form of a web cast in connection with this conference call is being
furnished as Exhibit 99.2 hereto. Pages 7-9 of the information contained in such exhibit are incorporated by reference in this Item 7.01,
but shall not be deemed filed for any purpose under the Securities Exchange Act of 1934. A transcript of the conference call will be available on the
Corporation’s web site on or before October 31, 2006.
Item 8.01. Other Events.
On October 24, 2006, Centex Corporation, a Nevada corporation (the “Corporation”), announced its
results of operations for the quarter ended September 30, 2006. A copy of the Corporation’s press
release (the “Press Release”) announcing these results is being furnished as Exhibit 99.1 hereto.
The attachments to the Press Release identified as Attachments 1 through 8 are hereby filed
pursuant to, and incorporated by reference in, this Item 8.01. No other information from the Press
Release is filed pursuant to, or incorporated in, this Item 8.01.
Item 9.01. Financial Statements and Exhibits.
(c) Exhibits
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Description |
99.1
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Press Release dated October 24, 2006 |
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99.2
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Investor materials furnished in
connection with the conference call to be held on October 25,
2006. |