-----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, J//373nj6kqenlm5MKQN7MR21c7ozAgavpgEJVCa9i3PJyxvlAnG2oAhknL5Nahn hnQIKfRH/ztOjKWlYkgWLg== 0001133796-05-000034.txt : 20050224 0001133796-05-000034.hdr.sgml : 20050224 20050224171954 ACCESSION NUMBER: 0001133796-05-000034 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20050224 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20050224 DATE AS OF CHANGE: 20050224 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEICO CORP CENTRAL INDEX KEY: 0000046619 STANDARD INDUSTRIAL CLASSIFICATION: AIRCRAFT ENGINES & ENGINE PARTS [3724] IRS NUMBER: 650341002 STATE OF INCORPORATION: FL FISCAL YEAR END: 1031 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-04604 FILM NUMBER: 05638133 BUSINESS ADDRESS: STREET 1: 3000 TAFT ST CITY: HOLLYWOOD STATE: FL ZIP: 33021 BUSINESS PHONE: 954-987-4000 MAIL ADDRESS: STREET 1: 3000 TAFT STREET CITY: HOLLYWOOD STATE: FL ZIP: 33021 FORMER COMPANY: FORMER CONFORMED NAME: HEINICKE INSTRUMENTS CO DATE OF NAME CHANGE: 19860417 8-K 1 hc50214.txt ================================================================================ 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): February 24, 2005 HEICO CORPORATION (Exact name of registrant as specified in its charter) Florida 1-4604 65-0341002 (State or other jurisdiction (Commission file number) (I.R.S. Employer of incorporation) Identification No.) 3000 Taft Street, Hollywood, Florida 33021 (Address of principal executive offices) (Zip Code) (954) 987-4000 (Registrant's telephone number, including area code) 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: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On February 24, 2005, HEICO Corporation issued a press release announcing its financial results for the first quarter of fiscal 2005. A copy of the press release is furnished as Exhibit 99.1 to this report. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS EXHIBIT NO. DESCRIPTION ----------- ----------- 99.1 Press release, dated February 24, 2005, titled "HEICO Reports Significantly Increased Fiscal 2005 First Quarter Results." 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 hereunto duly authorized. HEICO CORPORATION (Registrant) Date: February 24, 2005 By: /s/ Thomas S. Irwin -------------------------- Thomas S. Irwin Executive Vice President and Chief Financial Officer (Principal Financial and Accounting Officer) 3 EX-99.1 2 hc50214ex991.txt EXHIBIT 99.1 FOR IMMEDIATE RELEASE February 24, 2005 Thomas S. Irwin (954) 987-4000 ext. 7560 Victor H. Mendelson (305) 374-1745 ext. 7590 HEICO REPORTS SIGNIFICANTLY INCREASED FISCAL 2005 FIRST QUARTER RESULTS Net Income Up 37% and Operating Income Up 32% On 23% Increase in Net Sales HOLLYWOOD, FL and MIAMI, FL -- HEICO CORPORATION (NYSE: HEI.A) and (NYSE: HEI) today reported that net income for the first quarter of fiscal 2005 increased 37% to $4,428,000, or 17 cents per diluted share, from $3,241,000, or 13 cents per diluted share, in the first quarter of fiscal 2004. Operating income increased 32% to $8,661,000 for the first quarter of fiscal 2005 from $6,573,000 for the first quarter of fiscal 2004. Net sales for the first quarter of fiscal 2005 were up 23% to $56,981,000 from $46,151,000 in the first quarter of fiscal 2004. (NOTE: HEICO has two classes of common stock traded on the NYSE. Both classes, the Class A Common Stock (HEI.A) and the Common Stock (HEI), are virtually identical in all economic respects. The only difference between the share classes is the voting rights. The Class A Common Stock (HEI.A) receives 1/10 vote per share and the Common Stock (HEI) receives one vote per share.) Laurans A. Mendelson, HEICO's Chairman, President & Chief Executive Officer, remarked, "We are extremely pleased with the continued progress reflected in our fiscal 2005 first quarter results. Our Flight Support Group and our Electronic Technologies Group reported increased sales of 23% and 24%, respectively. Substantially all the sales increase within the Flight Support Group was organic growth, reflecting the continued recovery in aftermarket demand within the commercial airline industry, as well as our continued success in the development of new products and services for our customers. The sales increase within our Electronic Technologies Group reflects both strategic acquisitions and organic growth. Organic growth within the Electronic Technologies Group approximated 11% in the first quarter of fiscal 2005 when compared to net sales in the first quarter of fiscal 2004. - more - Operating income of our Flight Support Group increased 43% to $7.6 million for the first quarter of fiscal 2005 from $5.3 million for the first quarter of fiscal 2004. The increase in operating income of the Flight Support Group for the first quarter of fiscal 2005 reflects both the increase in net sales and higher operating margins resulting from improved operating efficiencies. Operating margins of the Flight Support Group improved to 18.0% in the first quarter of fiscal 2005 from 15.5% in the first quarter of fiscal 2004. Operating income of our Electronic Technologies Group totaled $2.5 million for both the first quarter of fiscal 2005 and first quarter of fiscal 2004. Operating income of the Electronic Technologies Group was flat on increased net sales primarily as a result of a less favorable product mix. Based on our current backlog within the Electronic Technologies Group, during the balance of fiscal 2005 we expect the operating margins to return to a level approximating the operating margins we experienced in fiscal 2004. Our consolidated operating margins improved to 15.2% in the first quarter of fiscal 2005 from 14.2% in the first quarter of fiscal 2004 and were in line with the margin improvements we have targeted in fiscal 2005. Cash flow from operating activities for the first quarter of fiscal 2005 totaled $4.0 million, down from $7.7 million in the first quarter of fiscal 2004 principally due to higher investment in inventories required to meet increased sales demand and the cash required for the payment of current liabilities, principally income tax payments, during the first quarter of fiscal 2005. We continue to target cash flow from operating activities in the range of $40 million with a net capital expenditure budget of approximately $6 to $8 million for fiscal 2005. With respect to net sales and earnings for the balance of fiscal 2005, we continue to target fiscal 2005 net sales growth in the range of 10% to 13% over fiscal 2004 and fiscal 2005 diluted net income per share in the range of $.83 to $.85. The net sales and earnings targets exclude the impact of additional acquisitions, if any. The earnings target compares very favorably to the $.80 per diluted share reported in fiscal 2004 since the 2004 results included the net impact of $.13 per diluted share from life insurance proceeds ($.16 per diluted share) reduced by restructuring expenses ($.02 per diluted share) and litigation-related expenses ($.01 per diluted share). The Company does not give guidance on quarterly sales or earnings. As we look beyond fiscal 2005, we expect to continue to focus on new products, market penetration and additional acquisitions while maintaining our strong operating margins and financial strength." As previously announced, HEICO will hold a conference call on Friday, February 25, 2005 at 9:00 a.m. Eastern Standard Time to discuss its first quarter results. Individuals wishing to participate in the conference call should dial: U.S./Canada/International/Local 302-709-8328, wait for the conference operator and provide the operator with the "Verbal" Passcode/Conference ID VM711829. A digital replay will be available one hour after the completion of the conference for 14 days. To access, dial: U.S./Canada/International/Local 402-220-2946 and enter Passcode/Conference ID 711829#. - more - There are currently approximately 14.5 million shares of HEICO's Class A Common Stock (HEI.A) outstanding and 10.0 million shares of HEICO's Common Stock (HEI) outstanding. The stock symbols for HEICO's two classes of common stock on most web sites are HEI.A and HEI. However, some web sites change HEICO's Class A Common Stock stock symbol (HEI.A) to HEI/A or HEIa. HEICO Corporation is engaged primarily in certain niche segments of the aviation, defense, space and electronics industries through its Hollywood, FL-based HEICO Aerospace Holdings Corp. subsidiary and its Miami, FL-based HEICO Electronic Technologies Corp. subsidiary. HEICO's customers include a majority of the world's airlines and airmotives as well as numerous defense and space contractors and military agencies worldwide in addition to telecommunications, electronics and medical equipment manufacturers. For more information about HEICO, please visit our web site at http://www.heico.com. Certain statements in this press release constitute forward-looking statements, which are subject to risks, uncertainties and contingencies. HEICO's actual results may differ materially from those expressed in or implied by those forward-looking statements as a result of factors including, but not limited to: lower demand for commercial air travel or airline fleet changes, which could cause lower demand for our goods and services; product specification costs and requirements, which could cause an increase to our costs to complete contracts; governmental and regulatory demands, export policies and restrictions, reductions in defense or space spending by U.S. and/or foreign customers, or competition from existing and new competitors, which could reduce our sales; HEICO's ability to introduce new products and product pricing levels, which could reduce our sales or sales growth; HEICO's ability to make acquisitions and achieve operating synergies from acquired businesses, customer credit risk, interest rates and economic conditions within and outside of the aviation, defense, space and electronics industries, which could negatively impact our costs and revenues; and HEICO's ability to maintain effective internal controls, which could adversely affect our business and the market price of our common stock. Parties receiving this material are encouraged to review all of HEICO's filings with the Securities and Exchange Commission, including, but not limited to filings on Form 10-K, Form 10-Q and Form 8-K. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. - more - HEICO CORPORATION CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)
THREE MONTHS ENDED JANUARY 31, ----------------------------------- 2005 2004 ---------------- ---------------- Net sales $ 56,981,000 $ 46,151,000 Cost of sales 36,701,000 30,615,000 Selling, general and administrative expenses 11,619,000 8,963,000 ---------------- ---------------- Operating income 8,661,000 6,573,000 Interest expense (233,000) (331,000) Interest income and other income (expense) 36,000 (2,000) ---------------- ---------------- Income before income taxes and minority interests 8,464,000 6,240,000 Income tax expense 2,923,000 2,155,000 ---------------- ---------------- Income before minority interests 5,541,000 4,085,000 Minority interests' share of income 1,113,000 844,000 ---------------- ---------------- Net income $ 4,428,000 $ 3,241,000 ================ ================ Net income per share: Basic $ .18 $ .14 Diluted $ .17 $ .13 Weighted average number of common shares outstanding: Basic 24,328,337 23,745,244 Diluted 26,213,577 25,632,999 THREE MONTHS ENDED JANUARY 31, ----------------------------------- 2005 2004 ---------------- ---------------- Operating segment information: - Net sales: Flight Support Group $ 42,263,000 $ 34,257,000 Electronic Technologies Group 14,774,000 11,939,000 Intersegment sales (56,000) (45,000) ---------------- ---------------- $ 56,981,000 $ 46,151,000 ================ ================ Operating income: Flight Support Group $ 7,598,000 $ 5,326,000 Electronic Technologies Group 2,462,000 2,484,000 Other, primarily corporate (1,399,000) (1,237,000) ---------------- ---------------- $ 8,661,000 $ 6,573,000 ================ ================
- more - HEICO CORPORATION CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)
JANUARY 31, 2005 OCTOBER 31, 2004 ---------------- ---------------- Cash and cash equivalents $ 4,517,000 $ 214,000 Accounts receivable, net 35,293,000 36,798,000 Inventories 52,450,000 48,020,000 Prepaid expenses and other current assets 9,385,000 8,880,000 ---------------- ---------------- Total current assets 101,645,000 93,912,000 Property, plant and equipment, net 40,124,000 40,558,000 Goodwill 228,248,000 216,674,000 Other assets 10,959,000 13,111,000 ---------------- ---------------- Total assets $ 380,976,000 $ 364,255,000 ================ ================ Current maturities of long-term debt $ 58,000 $ 58,000 Other current liabilities 26,064,000 31,984,000 ---------------- ---------------- Total current liabilities 26,122,000 32,042,000 Long-term debt, net of current maturities 31,057,000 18,071,000 Deferred income taxes 17,374,000 16,262,000 Other non-current liabilities 6,597,000 5,834,000 ---------------- ---------------- Total liabilities 81,150,000 72,209,000 Minority interests in consolidated subsidiaries 45,576,000 44,644,000 Shareholders' equity 254,250,000 247,402,000 ---------------- ---------------- Total liabilities and shareholders' equity $ 380,976,000 $ 364,255,000 ================ ================
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
THREE MONTHS ENDED JANUARY 31, ----------------------------------- 2005 2004 ---------------- ---------------- Operating Activities: Net income $ 4,428,000 $ 3,241,000 Depreciation and amortization 1,724,000 1,609,000 Deferred income tax provision 1,102,000 1,176,000 Minority interests' share of income 1,113,000 844,000 Tax benefit from stock option exercises 2,538,000 1,258,000 Decrease in accounts receivable 2,893,000 2,591,000 (Increase) decrease in inventories (2,806,000) 2,144,000 Decrease in other current liabilities (6,607,000) (4,228,000) Other (428,000) (888,000) ---------------- ---------------- Net cash provided by operating activities 3,957,000 7,747,000 ---------------- ---------------- Investing Activities: Acquisitions and related costs, net of cash acquired (14,679,000) (27,337,000) Capital expenditures (944,000) (1,147,000) Other 3,285,000 (138,000) ---------------- ---------------- Net cash used in investing activities (12,338,000) (28,622,000) ---------------- ---------------- Financing Activities: Borrowings on revolving credit facility, net 13,000,000 22,000,000 Cash dividend paid (610,000) (596,000) Other 294,000 97,000 ---------------- ---------------- Net cash provided by financing activities 12,684,000 21,501,000 ---------------- ---------------- Net increase in cash and cash equivalents 4,303,000 626,000 Cash and cash equivalents at beginning of year 214,000 4,321,000 ---------------- ---------------- Cash and cash equivalents at end of period $ 4,517,000 $ 4,947,000 ================ ================
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