UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
FORM 11-K
[X]
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ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |
For the fiscal year ended: December 31, 2003. | ||
or | ||
[ ]
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TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from [ ] to [ ].
Commission File No. 1-9195
A.
|
Full title of the plan and the address of the plan, if different from that of the issuer named below: | |
KB Home | ||
401 (k) Savings Plan | ||
B.
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Name of issuer of the securities held pursuant to the plan and the address of its principal executive office: | |
KB Home | ||
10990 Wilshire Boulevard | ||
Los Angeles, California 90024 |
FINANCIAL STATEMENTS AND SUPPLEMENTAL SCHEDULE
KB Home 401(k) Savings Plan
Years ended December 31, 2003 and 2002 with Report of
Independent Registered Public Accounting Firm
KB Home 401(k) Savings Plan
Financial Statements and Supplemental Schedule
Years ended December 31, 2003 and 2002
Contents
1 | ||||||||
Audited Financial Statements |
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2 | ||||||||
3 | ||||||||
4 | ||||||||
Supplemental Schedule |
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7 | ||||||||
Exhibit 23.1 |
Report of Independent Registered Public Accounting Firm
The Administrative Committee, as Plan Administrator
of the KB Home 401(k) Savings Plan
We have audited the accompanying statements of net assets available for benefits of the KB Home 401(k) Savings Plan as of December 31, 2003 and 2002, and the related statements of changes in net assets available for benefits for the years then ended. These financial statements are the responsibility of the Plans management. Our responsibility is to express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in all material respects, the net assets available for benefits of the Plan at December 31, 2003 and 2002, and the changes in its net assets available for benefits for the years then ended in conformity with U.S. generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the financial statements taken as a whole. The accompanying supplemental schedule of assets held (at end of year) as of December 31, 2003, is presented for purposes of additional analysis and is not a required part of the financial statements but is supplementary information required by the Department of Labors Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. This supplemental schedule is the responsibility of the Plans management. The supplemental schedule has been subjected to the auditing procedures applied in our audits of the financial statements and, in our opinion, is fairly stated in all material respects in relation to the financial statements taken as a whole.
/s/ Ernst & Young
Los Angeles, California
May 21, 2004
1
KB Home 401(k) Savings Plan
Statements of Net Assets Available for Benefits
December 31, |
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2003 |
2002 |
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Assets |
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Investments, at fair value |
$ | 104,004,356 | $ | 71,020,164 | ||||
Net assets available for benefits |
$ | 104,004,356 | $ | 71,020,164 | ||||
See accompanying notes.
2
KB Home 401(k) Savings Plan
Statements of Changes in Net Assets Available for Benefits
Year ended December 31, |
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2003 |
2002 |
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Additions |
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Contributions from: |
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Plan participants |
$ | 13,475,717 | $ | 10,910,432 | ||||
Employer, net of forfeitures |
6,422,813 | 5,444,195 | ||||||
19,898,530 | 16,354,627 | |||||||
Investment income (loss): |
||||||||
Interest and dividends |
1,545,289 | 1,153,128 | ||||||
Net appreciation (depreciation) in fair value
of investments |
18,544,501 | (9,820,262 | ) | |||||
20,089,790 | (8,667,134 | ) | ||||||
Assets transferred in |
1,719,961 | | ||||||
Total additions |
41,708,281 | 7,687,493 | ||||||
Deductions |
||||||||
Benefits paid to participants |
8,672,792 | 8,777,879 | ||||||
Administrative expenses |
51,297 | 40,053 | ||||||
Total deductions |
8,724,089 | 8,817,932 | ||||||
Net increase (decrease) in net assets available
for benefits |
32,984,192 | (1,130,439 | ) | |||||
Net assets available for benefits |
||||||||
Beginning of year |
71,020,164 | 72,150,603 | ||||||
End of year |
$ | 104,004,356 | $ | 71,020,164 | ||||
See accompanying notes.
3
KB Home 401(k) Savings Plan
Notes to Financial Statements
December 31, 2003
1. General Description of the Plan
The KB Home 401(k) Savings Plan (the Plan), formerly Kaufman and Broad Home Corporation Amended and Restated 401(k) Savings Plan, is a defined contribution plan in which salaried employees of KB Home (the Company) are eligible to participate on the first day of the month following the date of hire.
Participants electing to participate in the Plan may contribute up to 15% of their annual compensation, on a pretax basis, by means of payroll deduction. Participants may also contribute up to an additional 15% of their annual compensation, on an after-tax basis, also by means of payroll deduction. All contributions must be in whole percentages. Pretax contributions are eligible for tax deferred treatment up to the limits provided by the Tax Reform Act of 1986, as adjusted for cost of living.
Effective August 1, 2003, each Participant whose designated rate of employee deferral contribution as of a payroll period is at least 6%, who has attained (or will attain) age 50 before the close of the plan year and whose employee deferral contributions for the plan year will exceed the limits of Code Section 402(s) or other Plan limit is eligible to make a catch-up contribution in accordance with, and subject to the limitations of, Code Section 414(v) as an additional employee deferral contribution.
Unless otherwise elected by the Board of Directors, the Company will match the participants pretax contribution up to 6% of annual base salary (determined without regard to bonuses and a maximum of $50,000 of regular earnings for commission employees). Company matching contributions and related investment income vest to participants over five years.
Plan assets are held by Fidelity Management Trust Company, Inc. (the Trustee). Plan participants may direct the investment of their funds among one or more of the several fund options offered by the Plan.
Terminating participants may elect to withdraw their contributions, vested Company contributions and related investment income as a lump-sum payment. In the absence of a valid election, the participants vested benefits will be distributed in the form of a Qualified Joint and Survivor Annuity or a Qualified Preretirement Survivor Annuity, or in a lump sum if the actuarial equivalent is not more than $5,000.
4
KB Home 401(k) Savings Plan
Notes to Financial Statements (continued)
1. General Description of the Plan (continued)
Nonvested Company contributions for terminated employees are forfeited and used by the Company to reduce future employer contributions. For the years ended December 31, 2003 and 2002, the Company used $725,233 and $656,996, respectively, of forfeitures to reduce employer contributions. The forfeiture balances available to offset future employer contributions were $14,193 and $86,431 at December 31, 2003 and 2002, respectively.
The Plan allows participant loans and hardship withdrawals subject to certain limitations.
In the event of Plan termination, benefits of all affected participants, if not already so, shall become 100% vested and nonforfeitable.
On February 14, 2003, the assets of American Heritage Homes 401(k) Plan were transferred into the Plan in conjunction with the Companys acquisition of American Heritage Homes.
2. Summary of Significant Accounting Policies
The financial statements of the Plan are prepared on an accrual basis. Investment income is recorded as earned. Distributions of Plan benefits to withdrawn participants are recorded when distributed. Expenses incurred in the administration of the Plan are paid by the Company. Expenses incurred related to terminated participants and participant loans are paid by the Plan.
The financial statements are based on information provided to the Company and certified as complete and accurate by the Trustee. Certain adjustments have been made to the financial statements provided by the Trustee in order for them to conform to the accrual basis of accounting. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that could affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from those estimates.
3. Investments
Investments are valued at fair value, which is determined daily by the Trustee through reference to published market information using closing prices on the valuation date for mutual funds and common stock and based on closing balances for cash and participant loans.
5
KB Home 401(k) Savings Plan
Notes to Financial Statements (continued)
3. Investments (continued)
The fair value of the Plans individual investments that represent 5% or more of the Plans net assets as of December 31, 2003 and 2002, was as follows:
December 31, |
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2003 |
2002 |
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Fidelity Asset Manager |
$ | 5,601,571 | $ | 4,611,908 | ||||
Fidelity Contrafund |
11,847,509 | 8,163,624 | ||||||
Fidelity Equity Income |
10,493,613 | 7,094,087 | ||||||
Fidelity Intermediate Bond |
7,333,623 | 6,228,396 | ||||||
Fidelity Low-Priced Stock |
9,091,395 | 5,010,813 | ||||||
Fidelity Magellan |
16,879,984 | 11,996,323 | ||||||
Fidelity Retirement Money Market |
9,972,704 | 9,914,685 | ||||||
Strong Growth |
6,827,580 | 4,292,297 | ||||||
KB Home Common Stock |
9,952,790 | 4,785,702 |
Net appreciation (depreciation) of the Plans investments (including investments bought, sold, and held during the year) during the years ended December 31, 2003 and 2002, was as follows:
Year ended | ||||||||
December 31, |
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2003 |
2002 |
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Mutual funds |
$ | 12,956,270 | $ | (11,177,280 | ) | |||
Common stock |
5,588,231 | 1,357,018 | ||||||
$ | 18,544,501 | $ | (9,820,262 | ) | ||||
4. Tax Status of the Plan
The Plan has received a determination letter from the Internal Revenue Service dated February 28, 2002, stating that the Plan is qualified, in form, under Section 401(a) of the Internal Revenue Code (the Code) and, therefore, the related trust is exempt from taxation. Once qualified, the Plan is required to operate in conformity with the Code to maintain its qualification. The Plan Administrator believes the Plan is being operated in compliance with the applicable requirements of the Code and, therefore, believes that the Plan is qualified and the related trust is tax exempt.
6
Supplemental Schedule
KB Home 401(k) Savings Plan
EIN: 95-3666267 Plan Number: 001
Schedule H, Line 4(i) Schedule of Assets (Held at End of Year)
December 31, 2003
Description of | Current | |||||||
Identity of Issue |
Asset |
Value |
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Mutual Funds: |
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Fidelity Asset Manager |
355,430 shares | $ | 5,601,571 | |||||
Fidelity Consumer Index |
3,099 shares | 72,824 | ||||||
Fidelity Contrafund |
240,071 shares | 11,847,509 | ||||||
Fidelity Cyclical Index |
4,037 shares | 64,869 | ||||||
Fidelity Equity Income |
210,927 shares | 10,493,613 | ||||||
Fidelity Financial |
2,520 shares | 289,579 | ||||||
Fidelity Freedom Income |
18,047 shares | 200,144 | ||||||
Fidelity Freedom 2000 |
6,645 shares | 78,282 | ||||||
Fidelity Freedom 2010 |
46,824 shares | 609,645 | ||||||
Fidelity Freedom 2020 |
76,639 shares | 997,845 | ||||||
Fidelity Freedom 2030 |
63,805 shares | 826,278 | ||||||
Fidelity Freedom 2040 |
40,069 shares | 302,922 | ||||||
Fidelity Healthcare |
3,663 shares | 432,313 | ||||||
Fidelity Intermediate Bond |
687,957 shares | 7,333,623 | ||||||
Fidelity Low-Priced Stock |
259,903 shares | 9,091,395 | ||||||
Fidelity Magellan |
172,703 shares | 16,879,984 | ||||||
Fidelity Natural Resources |
4,022 shares | 57,601 | ||||||
Fidelity Overseas |
75,635 shares | 2,377,199 | ||||||
Fidelity Retirement Money Market |
9,972,704 shares | 9,972,704 | ||||||
Fidelity Technology |
13,213 shares | 793,988 | ||||||
Fidelity Utilities GR |
4,315 shares | 142,123 | ||||||
Spartan US Equity Index |
91,082 shares | 3,589,547 | ||||||
Franklin Templeton Developing Markets Trust I |
101,098 shares | 1,515,461 | ||||||
Strong Capital Management Strong Growth |
397,183 shares | 6,827,580 | ||||||
KB Home Stock Fund: |
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Common Stock* |
137,242 shares | 9,952,790 | ||||||
Cash |
500,042 shares | 745,610 | ||||||
Participant loans* |
Interest rates ranging from 5.75% to 10.5% with maturity dates through 2031 |
2,907,357 | ||||||
$ | 104,004,356 | |||||||
* Party-in-interest to the Plan.
7
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the trustees (or other persons who administer the employee benefit plan) have duly caused this annual report to be signed on its behalf by the undersigned hereunto duly authorized.
KB Home | ||||
401 (k) Savings Plan | ||||
Dated: June 28, 2004
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By: | /s/ DOMENICO CECERE | ||
Domenico Cecere | ||||
Senior Vice President and Chief Financial Officer |
8
EXHIBIT INDEX
Sequentially | ||||||
Exhibit No. |
Description |
Numbered Page |
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23.1
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Consent of Independent Registered Public Accounting Firm | 10 |
9