8-K

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 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): March 23, 2004

Delco Remy International, Inc.

(Exact name of Registrant as specified in its charter)

Delaware	1-13683	35-1909253
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)
2902 Enterprise Drive Anderson, Indiana		46013
(Address of principal executive offices)		(Zip Code)

(765) 778-6499

(Registrant’s Telephone Number, Including Area Code)

Not applicable

(Former name or former address, if changed since last report)

Item 7. Financial Statements and Exhibits

(c) Exhibits.

99.1 Press Release dated March 23, 2004, announcing an interim decision in Mexican joint venture arbitration proceedings.

Item 9. Regulation FD Disclosure

On March 23, 2004, Delco Remy International, Inc. issued a press release announcing an interim decision in Mexican joint venture arbitration proceedings. The information contained in the Press Release filed as Exhibit 99.1 is furnished pursuant to Regulation FD.

SIGNATURE

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

Date: March 23, 2004	DELCO REMY INTERNATIONAL, INC.
	By:	/S/ Rajesh K. Shah
	Name:	Rajesh K. Shah
	Title:	Executive Vice President and
		Chief Financial Officer

EXHIBIT INDEX

Number	Exhibit
99.1	Press Release dated March 23, 2004, announcing an interim decision in Mexican joint venture arbitration proceedings.

EX-99.1

Exhibit 99.1

Delco Remy Announces Interim Decision in Mexico Joint Venture Arbitration Proceedings

ANDERSON, Ind., March 23 (PRNewswire) — Delco Remy International, Inc. today announced that the panel of arbitrators has issued an interim decision in the dispute with its Mexican joint venture partner, GCID Autopartes, S.A. de C.V. that resolves the Company’s financial obligations to GCID in an amount consistent with its previous guidance. The Company currently estimates that the total net payments for GCID’s minority partnership interest, the award for past service fees, and other claims, including interest and costs, will be approximately $18 million. The award is subject to finalization by the arbitrators and is expected to be paid in the second quarter.

Commenting on the decision, Thomas J. Snyder, President and CEO, said, “We are pleased to put this uncertainty behind us and are now able to complete the process begun last year of transitioning the joint venture operations to our nearby lower cost facilities. The arbitrators’ decision also allows us to hire the employees previously provided to us by our former partner. As a result, we can eliminate unnecessary costs and begin realizing anticipated savings in our Mexico operations.”

Under U.S. generally accepted accounting principles, the Company is required to reflect approximately $14 million of the estimated costs associated with the arbitrators’ interim decision in its 2003 financial results. Accordingly, the Company is adjusting its operating loss for the year ended December 31, 2003 from $64.5 million, as previously reported, to $78.8 million. However, as these amounts are treated as an adjustment to EBITDA, the Company’s Adjusted EBITDA for 2003, as previously reported, is unchanged. The revised 2003 financial results are set forth on the accompanying Condensed Consolidated Statements of Operations, Balance Sheets and Statements of Cash Flows. The revised results for 2003 will be reflected in the Company’s Annual Report on Form 10-K to be filed with the Securities and Exchanges Commission. The balance of the costs associated with the decision will be recorded in the Company’s books on the date the final award is paid.

About Delco Remy:

Delco Remy International, Inc., headquartered in Anderson, Indiana, is a leading designer, manufacturer, remanufacturer and distributor of electrical, drivetrain/powertrain and related products and core exchange service for automobiles and light trucks, medium-and heavy-duty trucks and other heavy-duty off-road and industrial applications. It was formed in 1994 as a partial divestiture by General Motors Corporation of the former Delco Remy division, which traces its roots to Remy Electric, founded in 1896.

Caution Regarding Forward-Looking Statements:

This press announcement contains statements relating to future results of the Company that are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995 (the “Act”) or by the Securities and Exchange Commission (“SEC”) in its rules, regulations and releases. The Company desires to take advantage of the “safe harbor” provisions in the Act for forward-looking statements made in this press announcement. Any statements set forth in this press

announcement with regard to its expectations as to financial results and other aspects of its business may constitute forward-looking statements. These statements relate to the Company’s future plans, objectives, expectations and intentions and may be identified by words like “believe,” “expect,” “may,” “will,” “should,” “seek,” or “anticipate,” and similar expressions. The Company cautions readers that any such forward-looking statements are based on assumptions that the Company believes are reasonable, but are subject to a wide range of risks including, but not limited to, risks associated with the uncertainty of future financial results, pending arbitration and other litigation proceedings, acquisitions, additional financing requirements, development of new products and services, the effect of competitive products or pricing, the effect of economic conditions and other uncertainties detailed from time to time in the Company’s filings with the SEC. Due to these uncertainties, the Company cannot assure readers that any forward-looking statements will prove to have been correct.

Investor Relations:	David E. Stoll	765-778-6523
	Keri Webb	765-778-6602

DELCO REMY INTERNATIONAL INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in millions)

	Three Month Period Ended December 31						Twelve Month Period Ended December 31
	2003			2002			2003			2002
	(Unaudited)
Net sales	$	261.0		$	250.5		$	1,053.2		$	1,027.0
Cost of goods sold		216.9			215.5			865.4			858.8
Cost of goods sold - special charges:
Core inventory valuation		104.1			—			104.1			—
Litigation settlement		14.3			—			14.3			—
Gross (loss) profit		(74.3	)		35.0			69.4			168.2
Selling, general and administrative expenses		22.9			25.4			98.7			97.7
Restructuring charges (credits)		2.2			—			49.5			(4.4	)
Operating (loss) income		(99.4	)		9.6			(78.8	)		74.9
Interest expense		15.8			14.2			62.1			56.4
Income (loss) from continuing operations before income taxes, minority interest, loss from unconsolidated joint ventures and cumulative effect of change in accounting principle		(115.2	)		(4.6	)		(140.9	)		18.5
Income tax expense		24.7			0.5			36.8			8.5
Minority interest		(2.4	)		(0.6	)		(0.1	)		4.3
Loss from unconsolidated joint ventures		0.5			1.1			6.4			3.8
Net (loss) income from continuing operations before cumulative effect of change in accounting principle		(138.0	)		(5.6	)		(184.0	)		1.9
Discontinued operations:
Loss from discontinued operations, net of tax		—			(9.7	)		(4.9	)		(32.0	)
(Loss) gain on disposal of businesses, net of tax		(0.1	)		(1.8	)		2.3			(28.2	)
Net loss from discontinued operations		(0.1	)		(11.5	)		(2.6	)		(60.2	)
Cumulative effect of change in accounting principle, net		—			—			—			(74.2	)
Net loss		(138.1	)		(17.1	)		(186.6	)		(132.5	)
Accretion for redemption of preferred stock		8.5			7.6			32.9			29.4
Net loss attributable to common stockholders	$	(146.6	)	$	(24.7	)	$	(219.5	)	$	(161.9	)
Adjusted EBITDA:
(Loss) income before tax	$	(115.2	)	$	(4.6	)	$	(140.9	)	$	18.5
Interest expense		15.8			14.2			62.1			56.4
Depreciation and amortization		6.5			7.4			24.6			27.3
Restructuring charges (credits)		2.2			—			49.5			(4.4	)
Special charges		118.4			—			118.4			—
Adjusted EBITDA	$	27.7		$	17.0		$	113.7		$	97.8

Adjusted EBITDA is not a measure of performance under accounting principles generally accepted in the United States (GAAP). The Company believes Adjusted EBITDA is a meaningful measure of performance that is commonly utilized in the industry to analyze operating performance, liquidity and entity valuation. Adjusted EBITDA should not be construed as income from operations, net income or net cash flow from operating activities as determined by GAAP.

DELCO REMY INTERNATIONAL INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(in millions)

	December 31 2003			December 31 2002
ASSETS
Current Assets
Cash and cash equivalents	$	21.3		$	12.4
Trade accounts receivable, net		151.2			143.0
Inventories		214.8			281.0
Assets of discontinued operations		—			40.5
Other current assets		28.9			41.3
Total Current Assets		416.2			518.2
Property and equipment, net		135.7			157.0
Goodwill, net		132.6			119.0
Deferred financing costs		14.0			17.3
Other assets		25.5			41.3
Total Assets	$	724.0		$	852.8
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current Liabilities
Accounts payable	$	161.8		$	138.5
Accrued restructuring charges		10.9			5.2
Other accrued liabilities		134.8			75.2
Liabilities of discontinued operations		—			17.2
Short-term debt		31.4			30.2
Total Current Liabilities		338.9			266.3
Long-term debt		593.1			596.4
Accrued restructuring charges		8.8			4.7
Other noncurrent liabilities		37.0			50.2
Minority interest in subsidiaries		15.2			17.8
Redeemable preferred stock		307.0			274.1
Stockholders’ Deficit		(576.0	)		(356.7	)
Total Liabilities and Stockholders’ Deficit	$	724.0		$	852.8

DELCO REMY INTERNATIONAL INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in millions)

	Twelve Months Ended December 31
	2003			2002
Operating activities:
Net loss attributable to common stockholders	$	(219.5	)	$	(161.9	)
Adjustments to reconcile net loss attributable to common stockholders to cash provided by operating activities:
Cumulative effect of change in accounting principle		—			74.2
Loss from discontinued operations		4.9			32.0
(Gain) loss on disposal of discontinued operations		(2.3	)		28.2
Depreciation and amortization		24.6			27.3
Accretion for redemption of preferred stock		32.9			29.4
Change in net working capital, net of acquisitions, restructuring and non-cash special charges		8.6			18.4
Restructuring charges (credits)		49.5			(4.4	)
Cash payments for restructuring charges		(15.4	)		(15.8	)
Special charges		118.4			—
Other, net		25.5			17.8
Net cash provided by operating activities of continuing operations		27.2			45.2
Investing activities:
Acquisitions, net of cash acquired		(18.9	)		(17.2	)
Net proceeds on sale of businesses		30.0			—
Purchases of property and equipment		(20.0	)		(19.2	)
Investments in joint ventures		(0.1	)		(3.0	)
Net cash used in investing activities of continuing operations		(9.0	)		(39.4	)
Financing activities:
Net borrowings under revolving line of credit and other		(2.2	)		15.3
Deferred financing costs		(2.0	)		(7.8	)
Distributions to minority interests		—			(1.8	)
Net cash (used in) provided by financing activities of continuing operations		(4.2	)		5.7
Effect of exchange rate changes on cash		1.0			2.0
Cash flows of discontinued operations		(6.1	)		(23.7	)
Net increase (decrease) in cash and cash equivalents		8.9			(10.2	)
Cash and cash equivalents at beginning of year		12.4			22.6
Cash and cash equivalents at end of year	$	21.3		$	12.4