================================================================================ SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-Q/A Amendment No. 1 [X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED MARCH 31, 2000 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 COMMISSION FILE NUMBER 1-9977 MERITAGE CORPORATION (Exact Name of Registrant as Specified in Its Charter) MARYLAND 86-0611231 (State or Other Jurisdiction (I.R.S. Employer of Incorporation or Organization) Identification No.) 6613 NORTH SCOTTSDALE ROAD, SUITE 200 SCOTTSDALE, ARIZONA 85250 (Address of Principal Executive Offices) (Zip Code) (480) 998-8700 (Registrant's Telephone Number, Including Area Code) 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 [X] NO [ ]. AS OF MAY 1, 2000, 5,563,796 SHARES OF MERITAGE CORPORATION COMMON STOCK WERE OUTSTANDING. ================================================================================ MERITAGE CORPORATION FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2000 TABLE OF CONTENTS Page No. -------- PART II. OTHER INFORMATION ITEM 5. OTHER INFORMATION..................................... 3 ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K...................... 3 SIGNATURES ............................................................ S-1 2 PART II OTHER INFORMATION ITEM 5. Other Information This Amendment to Form 10-Q for the period ended March 31, 2000 is submitted for the purpose of including Exhibits 10.1, 10.2, 10.3, 10.4, 10.5 and 10.6 that were inadvertently omitted from the 10-Q. ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K (a) EXHIBITS Exhibit Page or Number Description Method of Filing ------ ----------- ---------------- 10.1 Modification to Guaranty Federal Bank Loan, Filed herewith Dated as of March 29, 2000 10.2 $3.3 Million Construction Loan Agreement, Filed herewith by and between the Company and Compass Bank, Dated as of February 10, 2000 10.3 Change of Control Agreement between the Filed herewith Company and Steven J. Hilton 10.4 Change of Control Agreement between the Filed herewith Company and John R. Landon 10.5 Change of Control Agreement between the Filed herewith Company and Larry W. Seay 10.6 Change of Control Agreement between the Filed herewith Company and Richard T. Morgan 27 Financial Data Schedule Previously filed as Exhibit 27 to Form 10-Q for the period ended March 31, 2000 99 Private Securities Litigation Reform Act Previously filed of 1995 Safe Harbor Compliance Statement as Exhibit 99 to for Forward-Looking Statements Form 10-Q for the period ended March 31, 2000 (b) REPORTS ON FORM 8-K We filed no reports on Form 8-K during the quarter ended March 31, 2000. 3 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly cause this report on Form 10-Q to be signed on its behalf by the undersigned, thereunto duly authorized, this 16th day of May, 2000. MERITAGE CORPORATION, a Maryland Corporation By /s/ Larry W. Seay ------------------------------------- Larry W. Seay Chief Financial Officer and Vice President-finance (Principal Financial Officer and Duly Authorized Officer) S-1