-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, SfkCiWrOhri5JfuVzHu3vabXUNatil9gw9/XW/3qSe9beycysCXsvwrdig8Dib79 M8iuISJan1KLDUNyaKDT/w== 0001011240-04-000058.txt : 20040420 0001011240-04-000058.hdr.sgml : 20040420 20040420160225 ACCESSION NUMBER: 0001011240-04-000058 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20040420 ITEM INFORMATION: ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20040420 FILER: COMPANY DATA: COMPANY CONFORMED NAME: LMI AEROSPACE INC CENTRAL INDEX KEY: 0001059562 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT PART & AUXILIARY EQUIPMENT, NEC [3728] IRS NUMBER: 431309065 STATE OF INCORPORATION: MO FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-24293 FILM NUMBER: 04742965 BUSINESS ADDRESS: STREET 1: 3600 MUELLER RD CITY: ST CHARLES STATE: MO ZIP: 63302 BUSINESS PHONE: 6369466525 MAIL ADDRESS: STREET 1: P O BOX 900 CITY: ST CHARLES STATE: MO ZIP: 63302 8-K 1 lmi8k042004.txt LMI AEROSPACE FORM 8-K OF 4/20/04 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): April 15, 2004 LMI AEROSPACE, INC. (Exact Name of Registrant as Specified in Its Charter) Missouri (State or Other Jurisdiction of Incorporation) 0-24293 43-1309065 (Commission File Number) (IRS Employer Identification No.) 3600 Mueller Road, St. Charles, Missouri 63302 (Address of principal executive offices) (Zip Code) (636) 946-6525 (Registrant's telephone number, including area code) --------------------- Item 7. Financial Statements and Exhibits (a) Not applicable (b) Not applicable (c) Exhibits Exhibit Number Description 99.1 Text of press release dated April 15, 2004 99.2 Text of press release dated April 16, 2004 Item 12. Results of Operations and Financial Condition. On April 15, 2004, LMI Aerospace, Inc. (the "Company") issued a press release announcing its financial performance during 2003, and on April 16, 2004, the Company issued a press release discussing its financial performance during 2003 in further detail. The text of the press releases are attached hereto as Exhibits 99.1 and 99.2. SIGNATURE 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. Date: April 20, 2004 LMI AEROSPACE, INC. By: /s/ Lawrence E. Dickinson --------------------------------------- Lawrence E. Dickinson Chief Financial Officer and Secretary EX-99 3 lmi8k042004ex991.txt LMI AEROSPACE FORM 8-K EXHIBIT 99.1 Exhibit 99.1 Contact: Ed Dickinson Chief Financial Officer, 636/916-2150 FOR IMMEDIATE RELEASE LMI AEROSPACE REPORTS RESULTS FOR 2003 ST. LOUIS - April 15, 2004 - LMI Aerospace, Inc. (Nasdaq: LMIA), a leading provider of assemblies, kits and detail sheet metal and machined components to the aerospace, defense and technology industries, announced today that net sales for the year 2003 were $75.9 million, a decrease of 6.8 percent from the year 2002. For the year ended December 31, 2003, LMI reported a net loss of ($4.0) million or ($0.49) per diluted share, compared to a net loss of ($8.3) million or ($1.03) per diluted share 2002. Additionally, LMI announced that its independent certified public accountants, BDO Seidman, LLP, has included an explanatory paragraph in its opinion regarding uncertainty related to the Company's ability to continue as a going concern. This conclusion was based upon the Company's substantial losses in recent years and uncertainty about the Company's ability to meet its financial covenants with its primary lender. Sales in the fourth quarter of 2003 were $18.6 million, compared to $21.9 million in the fourth quarter of 2002 and $17.6 million in the third quarter of 2003. LMI generated a net loss of ($1.6) million or ($0.20) per diluted share in the fourth quarter of 2003 compared to a net loss of ($7.7) million or ($0.94) per diluted share in the fourth quarter of 2002. The fourth quarter of 2002 included a goodwill impairment charge of $5.1 million. During the fourth quarter of 2003, the Company generated a loss before income taxes of ($2.6) million, which was influenced by four significant items: Expense for obsolete or slow moving inventory in excess of $ 1.9 million historical experience Plant moving expenses in Vista, California $ 0.3 million Restructuring expense in St. Charles, Missouri, $ 0.1 million and Wichita, Kansas Gain on sale of securities $(0.3) million -------------- Net negative impact on operating loss in the quarter $ 2.0 million ============== A more complete review of the fourth quarter results for 2003 and 2002 and guidance for 2004 will be released later this week. Backlog at December 31, 2003 was approximately $53.9 million, down from $72.1 million at December 31, 2002. "Because of operating difficulties experienced by many of our key customers in 2003, our emphasis has been on previously announced cost reduction efforts at our St. Charles, Missouri and Wichita, Kansas facilities as well as in corporate overhead costs. Most of the restructuring was completed by March 2004 and we are budgeting our costs based on 2004 sales of $75 million to $80 million," said Ronald Saks, President and Chief Executive Officer. "Beginning in September 2003 our machining and technology segment experienced significantly higher order rates for both its military and laser products and we now expect increased sales volume for this segment in 2004. In the first quarter of 2004, our sheet metal segment has begun to receive orders for new components on regional, business and commercial aircraft, the largest portion of which is being transferred from another industry supplier. We will modify our budgets and guidance, if necessary, when we are able to reasonably estimate the size and impact of these orders." LMI Aerospace, Inc. is a leading supplier of quality components to the aerospace and technology industries. The Company operates thirteen facilities that fabricate, machine, finish and integrate formed, close tolerance aluminum and specialty alloy components for commercial, corporate, regional and military aircraft, laser equipment used in the semiconductor and medical industries, and for commercial sheet metal industries. This press release includes forward-looking statements related to LMI Aerospace's outlook for 2004 and future periods, which are based on current management expectations. Such forward-looking statements are subject to various risks and uncertainties, many of which are beyond the control of LMI Aerospace, Inc. Actual results could differ materially from the forward-looking statements as a result, among other things, of the factors detailed from time to time in LMI Aerospace's filings with the Securities and Exchange Commission. Please refer to the Risk Factors contained in the company's Annual Report on Form 10-K for the year ended December 31, 2003, for more details. LMI Aerospace, Inc. Consolidated Statements of Operations (Amounts in thousands, except per share data)
Year Ended December 31 ------------------------------------------------------------ 2001 2002 2003 ------------------------------------------------------------ Net sales $70,823 $81,349 $75,855 Cost of sales 54,809 69,185 67,485 ------------------------------------------------------------ Gross profit 16,014 12,164 8,370 Selling, general and administrative expenses 10,194 12,931 13,423 Goodwill impairment charges - 5,104 - ------------------------------------------------------------ Income (loss) from operations 5,820 (5,871) (5,053) Other income (expense): Interest expense (843) (1,495) (1,645) Other, net (247) (525) 306 ------------------------------------------------------------ (1,090) (2,020) (1,339) ------------------------------------------------------------ Income (loss) before income taxes 4,730 (7,891) (6,392) Provision for (benefit of) income taxes 1,764 (691) (2,411) ------------------------------------------------------------ Income (loss) before cumulative effect of change in accounting principle 2,966 (7,200) (3,981) Cumulative effect of change in accounting principle, net of income tax benefit of $663 for 2002. - (1,104) - ------------------------------------------------------------ Net income (loss) $ 2,966 $ (8,304) $ (3,981) ============================================================ Amounts per common share: Income (loss) before cumulative effect of change in accounting principle $ 0.37 $ (0.89) $ (0.49) Cumulative effect of change in accounting principle - (0.14) - ------------------------------------------------------------ Net income (loss) per common share $ 0.37 $ (1.03) $ (0.49) ============================================================ Net income (loss) per common share - assuming dilution $ 0.36 $ (1.03) $ (0.49) ============================================================ Weighted average common shares outstanding 8,059,682 8,077,293 8,181,786 ============================================================ Weighted average dilutive stock options outstanding 98,444 - - ============================================================
LMI Aerospace, Inc. Consolidated Balance Sheets (Amounts in thousands, except share and per share data)
December 31 ------------------------------------- 2002 2003 ------------------------------------- Assets Current assets: Cash and cash equivalents $ 1,182 $ 441 Trade accounts receivable, net of allowance of $334 in 2002 and $245 in 2003 11,392 9,158 Inventories 25,181 24,159 Prepaid expenses 978 787 Deferred income taxes 1,389 2,206 Income taxes receivable 1,501 1,933 ------------------------------------- Total current assets 41,623 38,684 Property, plant, and equipment, net 25,986 22,248 Goodwill 5,653 5,653 Customer intangible assets, net 4,267 3,792 Other assets 336 142 ------------------------------------- Total assets $77,865 $70,519 ===================================== Liabilities and stockholders' equity Current liabilities: Accounts payable $ 6,107 $ 4,570 Accrued expenses 2,846 2,126 Current installments of long-term debt and capital lease 4,616 6,069 obligations ------------------------------------- Total current liabilities 13,569 12,765 Long-term debt and capital lease obligations, less current installments 24,621 21,756 Deferred income taxes 1,939 2,206 ------------------------------------- Total long-term liabilities 26,560 23,962 Stockholders' equity: Common stock of $.02 par value; authorized 28,000,000 shares; 8,736,427 shares issued in 2002 and 2003 175 175 Preferred stock; authorized 2,000,000 shares; none issued - - Additional paid-in capital 26,171 26,171 Treasury stock, at cost, 554,641 shares in 2002 and 2003 (2,632) (2,632) Accumulated other comprehensive (loss) income (17) 20 Retained earnings 14,039 10,058 ------------------------------------- Total stockholders' equity 37,736 33,792 ------------------------------------- Total liabilities and stockholders equity $77,865 $70,519 =====================================
EX-99 4 lmi8k042004ex992.txt LMI AEROSPACE FORM 8-K EXHIBIT 99.2 Exhibit 99.2 Contact: Ed Dickinson Chief Financial Officer, 636/916-2150 FOR IMMEDIATE RELEASE LMI AEROSPACE DISCUSSION OF 2003 RESULTS AND GUIDANCE FOR 2004 ST. LOUIS - April 16, 2004 - LMI Aerospace, Inc. (NASDAQ: LMIA), a leading provider of assemblies, kits and detail sheet metal and machined components to the aerospace, defense and technology industries, filed with the Securities and Exchange Commission its Annual Report Form 10-K for the year ended December 31, 2003, on April 14, 2004. This release supplements the Company's earnings release of yesterday and discusses in more detail the results for the fourth quarter and full year 2003, and provides guidance for the year 2004. Sales for the sheet metal segment in the fourth quarter of 2003 were $14.3 million, a decrease of 20 percent from the $17.8 million reported in the fourth quarter of 2002. The decrease is due to lower sales of business jet components, with sales in the fourth quarter of 2003 to Gulfstream, Cessna and Bombardier of $2.0 million, compared to $6.8 million in 2002. Military sales of $4.4 million in the fourth quarter of 2003 were higher than the $3.3 million in the 2002 quarter. As previously reported, weakness in business jet sales in 2003, evidenced by production stoppages at several of our customers followed by our customers' aggressive inventory reduction strategies, significantly reduced business jet sales in the fourth quarter and year 2003. For the full year 2003, regional and business jet sales declined to $18.5 million from $20.0 million in 2002, despite the addition of sales in this sector from acquisitions made in 2002. For the machining and technology segment, sales in the fourth quarter of 2003 were $4.2 million, up from $4.0 million in the fourth quarter of 2002. Beginning in September 2003, LMI began to receive significant reorders of laser equipment components resulting in fourth quarter 2003 sales of $2.3 million compared to $2.4 million in 2002. For the year 2003, laser equipment sales declined to $8.3 million, from $11.4 million in 2002 year. "Our sales forecast for 2004 presently includes an expected increase of $3.0 million in our machining and technology segment and flat sales in our sheet metal segment, with sales in the second half of 2004 higher than in the first six months," said Ronald S. Saks, President and Chief Executive Officer of LMI. "In the first quarter of 2004, we have begun to receive purchase orders for up to 3,000 new components for aircraft produced for the regional and business jet and commercial aerospace markets, a large portion of which is being transferred from another industry supplier. Our employee work force, which declined from 884 at January 1, 2003 to 676 at March 31, 2004, is being reviewed for potential increases, and our supply chain is currently being expanded to include several suppliers in low labor cost countries. We anticipate that production of this work will commence in April 2004 and continue throughout the year. When we are able to reasonably estimate the size and impact of these orders, we will modify our budgets and guidance if necessary," said Saks. LMI reported a net loss in the fourth quarter of 2003 of ($1.6) million of ($0.20) per diluted share, compared to a net loss of ($7.7) million or ($0.94) per diluted share in 2002. The fourth quarter of 2003 results included a charge for obsolete or slow moving inventory, primarily in the sheet metal segment, to recognize the impact of reduced production rates of aircraft produced by our customers. This expense of $1.9 million before income tax was in addition to the obsolescence expense previously reflected in our quarterly 2003 releases of earnings. LMI reported a net loss for the full year of 2003 of ($4.0) million, or ($0.49) per diluted share compared to a net loss of ($8.3) million or ($1.03) million per diluted share for 2002. In addition to charges for obsolete or slow-moving inventory, the results for 2003 were negatively impacted by $500,000 of restructuring costs, $300,000 of moving expenses, and an increase in professional fees of $400,000. These costs were partially offset by a $300,000 gain on sales of securities. LMI's results in 2002 included $7.7 million of goodwill impairment charges and additional start-up costs associated with new military programs. Gross profit for the fourth quarter of 2003 was $1.0 million or 5.3 percent of sales, an increase from $700,000 or 3.3 percent of sales in the fourth quarter 2002. The gross margin for the 2003 quarter was lowered significantly by the charge for obsolete and/or slow moving inventory. Other expenses in the fourth quarter 2003 included a $300,000 gain on the sale of securities, compared to a $400,000 charge in the 2002 quarter for a decline in market value of these securities. As a result of the losses incurred during 2003, the Company borrowed an additional $3.3 million on its revolving line of credit. However, the Company's term note obligations were reduced by $4.7 million. In addition, the losses created violations of certain covenants with its primary lending institution in the fourth quarter of 2003. The Company obtained a waiver of these violations and negotiated an amended credit agreement which better reflects the current outlook for the Company. Backlog at December 31, 2003, was approximately $53.9 million, down from $72.1 million at the end of the fourth quarter 2002. As of March 31, 2004, the Company has firm orders for delivery in 2004 of $65.0 million. LMI previously advised that on February 6, 2004, Versaform, a wholly-owned subsidiary of the Company acquired on May 16, 2002, was served an administrative subpoena by the federal government. The Company has been cooperating fully with the Defense Department (DOD) in connection with its investigation of issues occurring between January 1, 1999, and February 6, 2004. In addition the Company has successfully concluded a portion of a dispute with a customer regarding extra costs incurred in connection with military programs for which the Company began producing components in 2002. The outcome of the request for additional relief sought by the Company on a C130 program is uncertain, so no benefit has been reflected in the financial statements for either 2003 or 2002. During the second quarter of 2004 the Company will complete the restructuring at its Wichita, Kansas facility and the consolidation of its Versaform operations from three separate facilities in Oceanside, California to one modern facility in Vista, California. The Company's quarterly budgets for 2004 anticipate restructuring and moving expenses of approximately $400,000 in the first quarter and $500,000 in the second quarter of 2004. In addition, it is anticipated that sales, excluding the new programs referred to previously, will increase in each quarter of 2004. The Company has emphasized cost management in this environment by reducing employment levels by over 200, working less overtime, and reducing certain operating, general and administrative expenses. Gross margins by month are expected to improve from 13 percent to 15 percent in early 2004 to 18 percent to 22 percent by the end of 2004, and should average between 18 percent and 20 percent for the full year. Selling, general and administrative expense is expected to decline by $500,000 before restructuring costs and the possible impact of increased professional fees related to the DOD case and the Company's claim against a military customer. "We remain optimistic that LMI will continue to be recognized by our customers for the high quality of its products and services and its ability to provide a wide range of complex products and logistics and distribution services. Our strategy is to be a manufacturer of metal components as well as an expert at managing our supply chain inside and outside the United States. Investment continues in building our supply chain management expertise, our information systems and our distribution and kitting services," said Saks. LMI Aerospace, Inc. is a leading supplier of quality components to the aerospace and technology industries. The Company operates thirteen facilities that fabricate, machine, finish and integrate formed, close tolerance aluminum and specialty alloy components for commercial, corporate, regional and military aircraft, laser equipment used in the semiconductor and medical industries, and for commercial sheet metal industries. This press release includes forward-looking statements related to LMI Aerospace's outlook for 2004 and future periods, which are based on current management expectations. Such forward-looking statements are subject to various risks and uncertainties, many of which are beyond the control of LMI Aerospace, Inc. Actual results could differ materially from the forward-looking statements as a result, among other things, of the factors detailed from time to time in LMI Aerospace's filings with the Securities and Exchange Commission. Please refer to the Risk Factors contained in the Company's Annual Report on Form 10-K for the year ended December 31, 2003, for more details. LMI Aerospace Reports Results for Fourth Quarter And Full-Year 2003 Condensed Consolidated Statements of Operations (Amounts in thousands, except share and per share data) (Unaudited)
For the Three Months Ended For the Twelve Months Ended December 31 December 31 2003 2002 2003 2002 ---- ---- ---- ---- Net sales $ 18,582 $ 21,828 $ 75,855 $ 81,349 Cost of sales 17,603 21,099 67,485 69,185 ----------------------------------------------------------------- Gross profit 979 729 8,370 12,164 Selling, general & administrative expenses 3,485 3,689 13,423 12,931 Goodwill impairment charges - 5,104 - 5,104 ----------------------------------------------------------------- Loss from operations (2,506) (8,064) (5,053) (5,871) Interest expense, net (411) (477) (1, 645) (1,495) Other (expense) net 271 (325) 306 (525) ----------------------------------------------------------------- Income (loss) before income taxes (2,646) (8,866) (6,392) (7,891) Provision for (benefit of) income taxes (1,006) (1,160) (2,411) (691) ----------------------------------------------------------------- Income (loss) before cumulative change in accounting principle (1,640) (7,706) (3,981) (7,200) Cumulative effect of change in accounting principle, net of income tax benefit of $663 for 2002 - - - (1,104) ----------------------------------------------------------------- Net loss $ (1,640) $ (7,706) $ (3,981) $ (8,304) ================================================================= Amounts per common share: Loss before cumulative effect of change in accounting principle $ (0.20) $ (0.94) $ (0.49) $ (0.89) Cumulative effect of change in accounting principle - - - (0.14) ----------------------------------------------------------------- Net loss per common share $ (0.20) $ (0.94) $ (0.49) $ (1.03) ================================================================= Net loss per common share - assuming dilution $ (0.20) $ (0.94) $ (0.49) $ (1.03) ================================================================= Weighted average common shares outstanding 8,181,786 8,181,786 8,181,786 8,077,293 ================================================================= Weighted average dilutive stock options outstanding - - - -
LMI Aerospace, Inc. Consolidated Balance Sheets (Amounts in thousands, except share and per share data)
December 31 ------------------------------------- 2002 2003 ------------------------------------- Assets Current assets: Cash and cash equivalents $ 1,182 $ 441 Trade accounts receivable, net of allowance of $334 in 2002 and $245 in 2003 11,392 9,158 Inventories 25,181 24,159 Prepaid expenses 978 787 Deferred income taxes 1,389 2,206 Income taxes receivable 1,501 1,933 ------------------------------------- Total current assets 41,623 38,684 Property, plant, and equipment, net 25,986 22,248 Goodwill 5,653 5,653 Customer intangible assets, net 4,267 3,792 Other assets 336 142 ------------------------------------- Total assets $77,865 $70,519 ===================================== Liabilities and stockholders' equity Current liabilities: Accounts payable $ 6,107 $ 4,570 Accrued expenses 2,846 2,126 Current installments of long-term debt and capital lease obligations 4,616 6,069 ------------------------------------- Total current liabilities 13,569 12,765 Long-term debt and capital lease obligations, less current installments 24,621 21,756 Deferred income taxes 1,939 2,206 ------------------------------------- Total long-term liabilities 26,560 23,962 Stockholders' equity: Common stock of $.02 par value; authorized 28,000,000 shares; 8,736,427 shares issued in 2002 and 2003 175 175 Preferred stock; authorized 2,000,000 shares; none issued - - Additional paid-in capital 26,171 26,171 Treasury stock, at cost, 554,641 shares in 2002 and 2003 (2,632) (2,632) Accumulated other comprehensive (loss) income (17) 20 Retained earnings 14,039 10,058 ------------------------------------- Total stockholders' equity 37,736 33,792 ------------------------------------- Total liabilities and stockholders equity $77,865 $70,519 =====================================
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