-----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, MVQ1X2qEfv4kdfb/63Sqsz7cFuOhMYY9Ev5FFU/xKJRe1O+71uqObS/k5e2VIIp6 uboKHfyeKSzWTee0bu4bVA== /in/edgar/work/0000859307-00-000016/0000859307-00-000016.txt : 20001017 0000859307-00-000016.hdr.sgml : 20001017 ACCESSION NUMBER: 0000859307-00-000016 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20000831 FILED AS OF DATE: 20001016 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL AIRLINE SUPPORT GROUP INC CENTRAL INDEX KEY: 0000859307 STANDARD INDUSTRIAL CLASSIFICATION: [5080 ] IRS NUMBER: 592223025 STATE OF INCORPORATION: DE FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: 10-Q SEC ACT: SEC FILE NUMBER: 001-12893 FILM NUMBER: 740786 BUSINESS ADDRESS: STREET 1: 1954 AIRPORT ROAD STREET 2: SUITE 200 CITY: ATLANTA STATE: GA ZIP: 30341 BUSINESS PHONE: 7704557575 MAIL ADDRESS: STREET 1: 1954 AIRPORT ROAD STREET 2: SUITE 200 CITY: ATLANTA STATE: GA ZIP: 30341 10-Q 1 0001.txt SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q (Mark One) [ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended August 31, 2000 or [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.For the transition period from ________________ to __________________. Commission file number 0-18352 ------- INTERNATIONAL AIRLINE SUPPORT GROUP, INC. -------------------------------------------- Delaware 59-2223205 ---------------------------------- ------------ (State or other jurisdiction of (IRS Employer incorporation or organization) Identification No.) 1954 Airport Road, Suite 200, Atlanta, GA 30341 - ----------------------------------------------- ---------- (Address of principal executive offices) (Zip Code) Code)Registrant's telephone number, including area code: (770) 455-7575 -------------- 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 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 --- -- APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. The number of shares of the Company's common stock outstanding as of October 6, 2000 was 2,190,198. FORM 10-QINTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY INDEX Page No. --------- Part I FINANCIAL INFORMATION Item 1. Financial Statements Condensed Consolidated Balance Sheets 3 May 31, 2000 and August 31, 2000 Condensed Consolidated Statements of Earnings 4 Three Months Ended August 31, 1999 and August 31, 2000 Condensed Consolidated Statements of Cash Flows 5 Three Months Ended August 31, 1999 and August 31, 2000 Notes to Condensed Consolidated Financial Statements 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 9 Part II OTHER INFORMATION Item 1. Legal Proceedings 13 Item 6. Exhibits and Reports on Form 8-K 13 - 2 - FORM 10-Q INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY CONSOLIDATED BALANCE SHEETS ASSETS
May 31, August 31 2000* 2000 ------------ ----------- (unaudited) Current assets Cash and cash equivalents $ 721,111 $ 535,528 Accounts receivable, net of allowance for doubtful accounts of approximately $172,722 at May 31, 2000 and $211,043 at August 31, 2000 2,647,215 2,068,297 Inventories 12,807,512 11,364,196 Deferred tax benefit - current 1,053,888 1,053,888 Other current assets 583,626 241,897 ------- ------- Total current assets 17,813,352 15,263,806 Property and equipment Aircraft in operations 1,114,919 1,114,919 Aircraft and engines held for lease 12,832,298 12,098,001 Leasehold improvements 176,594 166,991 Machinery and equipment 1,074,576 1,114,499 --------- --------- 15,198,387 14,494,410 Accumulated depreciation 2,263,110 2,267,658 --------- --------- Property and equipment, net 12,935,277 12,226,752 Other assets Investment in joint venture 3,860,136 4,298,363 Deferred debt costs, net 228,066 190,636 Deferred tax benefit 345,883 298,938 Deposits and other assets - 11,424 -------- ------ Total other assets 4,434,085 4,799,361 --------- --------- $ 35,182,714 $ 32,289,919 = ========== = ========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities Current maturities of long-term obligations $ 1,748,642 $ 1,320,288 Accounts payable 1,359,998 1,002,468 Accrued expenses 1,261,147 1,221,237 --------- --------- Total current liabilities 4,369,787 3,543,993 Long-term obligations, less current maturities 18,345,079 16,208,194 Commitments and contingencies Stockholders' equity Preferred stock - $.001 par value; authorized 2,000,000 shares; 0 shares outstanding at May 31, 2000 and August 31, 2000. - - Common stock - $.001 par value; authorized 20,000,000 shares; issued and outstanding 2,661,723 shares at May 31, 2000 and 2,661,723 shares at August 31, 2000. 2,661 2,661 Additional paid-in capital 13,902,909 13,902,909 Retained earnings 527,769 597,653 Common stock held in treasury, at cost 471,525 shares at May 31, 2000 and August 31, 2000 (1,965,491) (1,965,491) ----------- ----------- Total stockholders' equity 12,467,848 12,537,732 ---------- ---------- $ 35,182,714 $ 32,289,919 = ========== = ==========
*Condensed from audited Financial Statements The accompanying notes are an integral part of these condensed financial statements 3 FORM 10-Q INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)
Three Months Ended August 31, August 31, 1999 2000 ------------ ---------- Revenues Net sales $ 8,329,082 $ 6,180,196 Aircraft operations - 171,579 Lease and service revenue 669,431 418,395 ------- ------- Total revenues 8,998,513 6,770,170 Cost of sales 6,118,332 5,012,238 Selling, general and administrative expenses 1,706,872 1,436,970 Depreciation and amortization 277,766 220,307 ------- ------- Total operating costs 8,102,970 6,669,515 Equity in net earnings of unconsolidated joint venture 401,065 521,869 ------- ------- Earnings from operations 1,296,608 622,524 Interest expense 329,165 531,660 Interest and other income (3,942) (25,765) ------- -------- Earnings before income taxes 971,385 116,629 Provision for income taxes 374,189 46,945 ------- ------ Net earnings $ 597,196 $ 69,684 = ======= = ====== Per share data: Earnings per share available for common stockholders - Basic $ 0.27 $ 0.03 Weighted average number of common stock outstanding - Basic 2,187,361 2,190,198 ========= ========= Earnings per share available for common stockholders - Diluted $ 0.25 $ 0.03 Weighted average number of common stock outstanding - Diluted 2,372,705 2,190,198 ========= =========
The accompanying notes are an integral part of these condensed financial statements 4 FORM 10-Q INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited)
Three months ended August 31, August 31, 1999 2000 ---------- ---------- Cash flows from operating activities: Net earnings $ 597,196 $ 69,684 Adjustments to reconcile net earnings to net cash provided by operating activities: Depreciation and amortization 277,766 220,307 Earnings of joint venture (401,065) (521,869) Provision for doubtful accounts 47,914 38,321 Change in inventory (527,321) 1,443,316 Changes in other assets and liabilities 661,162 231,575 ------- --------- Total adjustments 58,456 1,411,650 Net cash provided by operating activities 655,652 1,481,334 Cash flows from investing activities: Capital equipment additions (29,101) (30,320) Aircraft and engine expenditures (7,375,000) - Proceeds from sale of engine held for lease - 845,000 Distributions from unconsolidated joint venture 90,000 90,000 Investment in unconsolidated joint venture (22,409) (6,358) -------- ------- Net cash (used in) provided by investing activities (7,336,510) 898,322 Cash flows from financing activities: Net increase (decrease) in debt obligations 7,315,906 (2,565,239) Proceeds from exercise of employee stock options 10,708 - Repurchase of common stock (28,542) - -------- --------- Net cash provided by (used in) financing activities 7,298,072 (2,565,239) --------- ----------- Net increase (decrease) in cash 617,214 (185,583) Cash and cash equivalents at beginning of period 892,283 721,111 ------- ------- Cash and cash equivalents at end of period $ 1,509,497 $ 535,528 = ========= = =======
The accompanying notes are an integral part of these condensed financial statements. 5 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 1. In the opinion of management, the accompanying unaudited condensed consolidated financial statements contain adjustments (consisting only of normal and recurring adjustments) necessary to present fairly International Airline Support Group, Inc. and Subsidiaries' condensed consolidated balance sheets as of May 31, 2000 and August 31, 2000, the condensed consolidated statements of earnings for the three months ended August 31, 1999 and August 31, 2000, and the condensed consolidated statements of cash flows for the three months ended August 31, 1999 and August 31, 2000. The accounting policies followed by the Company are described in the May 31, 2000 financial statements. The results of operations for the three months ended August 31, 2000 are not necessarily indicative of the results to be expected for the full year. 2. Inventories consisted of the following: May 31, 2000 August 31, 2000 ------------ --------------- Aircraft parts $ 7,382,143 $ 7,688,417 Aircraft and Engines available for sale 5,425,369 3,675,779 --------- ----------- $12,807,512 $11,364,196 =========== =========== 3. Earnings Per Share: The Company's basic earnings per share are calculated by dividing net earnings by the weighted average shares outstanding during the period. The computation of diluted earnings per share includes all dilutive common stock equivalents in the weighted average shares outstanding. Financial Accounting Standards Board (FASB) Statement 128 "Earnings Per Share" was adopted by the Company on January 1, 1998 and requires the dual presentation of basic and diluted earnings per share on the face of the statement of earnings. The reconciliation between the computations is as follows: Three Months Ended Net Basic Basic Diluted Diluted August 31, Earnings Shares EPS Shares EPS ----------- -------- ------ --- ------ --- 1999 $ 597,196 2,187,361 $0.27 2,372,705 $0.25 2000 $ 69,684 2,190,198 $0.03 2,190,198 $0.03 6 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 3. Earnings Per Share: (continued) Included in diluted shares are common stock equivalents relating to stock options of 185,344 for the three months ended August 31, 1999. Options to purchase 529,947 shares of common stock at exercise prices ranging from $2.75 to $3.44 per share, which were outstanding during the three months ended August 31, 2000, were not included in the computation of Diluted EPS as of August 31, 2000 because the options' exercise prices were greater than the average market price of the common stock during the period. 4. Credit Facility On October 3, 1996, the Company entered into the Credit Agreement, which provided for a $3 million term loan and up to an $11 million revolving credit. The Credit Agreement was amended on various occasions to create new term loan facilities and to increase the revolving credit to $14 million (collectively referred to as the "Credit Facility"). The Credit Facility is secured by substantially all of the assets of the Company and availability of amounts for borrowing is subject to certain limitations and restrictions. Such limitations and restrictions are discussed in the Company's Proxy Statement/Prospectus filed with the Securities and Exchange Commission on August 29, 1996. 5. Supplemental Cash Flow Disclosures: Cash payments for interest were $329,000 and $532,000 for the three months ended August 31, 1999 and August 31, 2000, respectively. Cash and cash equivalents include $335,519 and $146,000 of restricted cash at May 31, 2000 and August 31, 2000, respectively. Restricted cash includes customer receipts deposited into the Company's lockbox account, which are applied the next business day against the outstanding amount of the Credit Facility, and customer deposits on aircraft and engines leases. 6. Joint Venture On September 16, 1998, the Company entered into a joint venture (the "Air41 Joint Venture") for the acquisition of 20 DC-9-41H aircraft from Scandinavian Airlines System ("SAS"). The aircraft were leased back to SAS and the leases had an average term of 39 months. The Company's original investment in the Air41 Joint Venture was approximately $1.5 million. The Company's Air41 Joint Venture partner is AirCorp, Inc., a privately held company. The aircraft were financed through the joint venture, utilizing non-recourse debt to the partners. The Air41 Joint Venture is accounted for under the equity method and the leases are treated as operating leases. 7 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARIES NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) 6. Joint Venture (continued) Equity in Net Earnings of Unconsolidated Joint Venture for the first quarter of fiscal 2001 was $522,000. Without the Company's share of Air 41's earnings the Company would have had a pretax loss for the first quarter of fiscal 2001. It should also be noted that substantially all of Air 41's cash flow is pledged to service Air 41's indebtedness. Furthermore, although Air 41 was able to re-lease the first aircraft returned off-lease from SAS, additional aircraft are scheduled to be returned to Air 41 beginning in November 2000. There can be no assurance that any of these aircraft will be able to be re-leased on as favorable terms, if at all. Should Air 41 be unable to re-lease or sell these aircraft, the Company's stated operating income would be significantly impaired. The Company is exploring opportunities for the aircraft after the end of the term of the leases with SAS. Such opportunities include re-leasing the aircraft with SAS, leasing the aircraft to one or more different lessees, selling the aircraft, parting out the aircraft, or directly placing the aircraft into either passenger or cargo service, whereby the Company may have a principal interest in an airline. At this time, the Company has no firm commitment for the aircraft after the SAS leases expire. 7. Subsequent Events During September 2000, the Company's regional airline subsidiary doing business as North-South Airways sold additional shares of Stock raising approximately $1,000,000. This sale of stock reduced the Company's ownership interest in North-South Airways from 100% to approximately 35%. 8 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION The following is management's discussion and analysis of certain significant factors which have affected the Company's operating results and financial position during the periods included in the accompanying condensed consolidated financial statements. RESULTS OF OPERATIONS: - ------------------------ Revenues - -------- Total revenue decreased 25% from $9.0 million for the three months ended August 31, 1999 to $6.8 million for the three months ended August 31, 2000, primarily due to a decrease in net sales and lease and service revenue. Net sales for the three months ended August 31, 2000 were $6.2 million compared to $8.3 million for the three months ended August 31, 1999, primarily relating to an decrease in part sales and aircraft and engine sales. Aircraft and engine sales are unpredictable transactions and may fluctuate significantly from year to year, dependent, in part, upon the Company's ability to purchase an aircraft or engine at an attractive price and resell it within a relatively brief period of time, as well as the overall market for used aircraft or engines. Lease and service revenue decreased to $418,000 during the three months ended August 31, 2000 compared to $669,000 during the three months ended August 31, 1999, primarily due to fewer assets on lease during the quarter and a decrease in service revenue. Revenue from the Company's aircraft operations was $172,000 for the three months ended August 31, 2000. This increase is due to the April 2000 acquisition of North-South Airways. Cost of Sales - --------------- Cost of sales decreased 18% from $6.1 million during the three months ended August 31, 1999 to $5.0 million during the three months ended August 31, 2000, resulting primarily from a decrease in sales. As a percentage of total revenues, cost of sales for the three months ended August 31, 2000 was 74% compared to 68% for the three months ended August 31, 1999. This increase was due primarily to an increase in the sale of brokered parts at a lower gross margin than owned parts and a higher cost of sales for aircraft and engines during the three months ended August 31, 2000. As the Company continues to expand its brokered part sales, gross margins should decrease from historical levels, which reflect higher levels of sales of parts out of inventory. Selling, General and Administrative Expenses - ------------------------------------------------ Selling, general and administrative expenses decreased 18% from $1.7 million for the three months ended August 31, 1999 to $1.4 million for the three months ended August 31, 2000, primarily due to the decrease in revenue resulting in decreases in commissions, bonuses and outside professional fees. 9 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY Equity in Net Earnings of Unconsolidated Joint Venture - ------------------------------------------------------------- Equity in Net Earnings of Unconsolidated Joint Venture for the first quarter of fiscal 2000 was $401,000 compared to $522,000 during the first quarter of fiscal 2001. This increase was primarily due to a decrease in the interest expense of the Air 41 Joint Venture as the debt associated with the acquisition is reduced, and higher revenue from the re-lease of one of the aircraft. Without the Company's share of Air 41's earnings the Company would have had a pretax loss for the first quarter of fiscal 2001 It should also be noted that substantially all of Air 41's cash flow is pledged to service Air 41's indebtedness. Furthermore, although Air 41 was able to re-lease the first aircraft returned off-lease from SAS, additional aircraft are scheduled to be returned to Air 41 beginning in November 2000. There can be no assurance that any of these aircraft will be able to be re-leased on as favorable terms, if at all. Should Air 41 be unable to re-lease or sell these aircraft, the Company's stated operating income would be significantly impaired. (see Notes To Condensed Consolidated Financial Statements, 6. Joint Venture). Depreciation and Amortization - ------------------------------- Depreciation and amortization decreased from $278,000 for the three months ended August 31, 1999 to $220,000 for the three months ended August 31, 2000, primarily due to fewer assets being on lease during the quarter. Interest Expense - ----------------- Interest expense for the three months ended August 31, 1999 was $329,000 compared to $532,000 for the three months ended August 31, 2000. This increase in interest expense was due to a higher average of total debt outstanding during this period and an increase in the interest rate assessed to the Company. Net Earnings - ------------- Earnings for the first quarter of fiscal 2001 were $0.03 per share - diluted, based on 2,190,198 weighted average shares outstanding, compared to earnings for the first quarter of fiscal 2000 of $0.25 per share - diluted, based on 2,372,705 weighted average shares outstanding. 10 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY Liquidity and Capital Resources - ---------------------------------- The Credit Agreement originally entered into by the Company in October of 1996 provided for a $3 million term loan and up to an $11 million revolving credit. The Credit Agreement has been amended to create several new term loan facilities and to increase the revolving credit to $14 million (collectively referred to as the "Credit Facility"). The revolving credit facility matures in October 2001 and the term loans mature between March 2000 and October 2001. The interest rate that the Company is assessed is subject to fluctuation and may change based upon certain financial covenants. As of October 12, 2000, the interest rate under the Credit Facility was the lender's base rate minus 0.25% (9.25%). The Credit Facility is secured by substantially all of the assets of the Company and availability of amounts for borrowing is subject to certain limitations and restrictions. Such limitations and restrictions are discussed in the Company's Proxy Statement/Prospectus filed with the Securities and Exchange Commission on August 29, 1996. Net cash provided by operating activities for the three months ended August 31, 2000 and August 31, 1999 were $1,481,000 and $656,000, respectively. The cash provided by operating activities for the three months ended August 31, 2000 was due primarily to a decrease in accounts receivables and aircraft and engines held for sale. The cash provided by operating activities for the three months ended August 31, 1999 was due primarily to an increase in accounts payables partially offset by an increase in inventory. Net cash provided by (used in) investing activities for the three months ended August 31, 2000 amounted to $898,000 compared to ($7,337,000) for the three months ended August 31, 1999. The net cash provided by investing activities for the three months ended August 31, 2000 was primarily the result of a the proceeds from sale of an engine held for lease. The net cash used in investing activities for the three months ended August 31, 1999 was primarily the result of the purchase of two aircraft on lease and a deposit for the purchase of a third aircraft. Net cash (used in) provided by financing activities for three months ended August 31, 2000 amounted to ($2,565,000) compared to $7,298,000 for the three months ended August 31, 1999. The net cash used in financing activities for the three months ended August 31, 2000 was primarily the result of a net decrease in debt obligations of $2.6 million dollars. The net cash provided by financing activities for the three months ended August 31, 1999 was primarily the result of a net increase in debt obligations of $7.3 million dollars used primarily to purchase the two aircraft on lease and a deposit for the purchase of a third aircraft. 11 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY Liquidity and Capital Resources (continued) - ----------------------------------------------- At August 31, 2000, the Company was permitted to borrow up to an additional $2.0 million pursuant to the revolving credit facility. The Company believes that amounts available to be borrowed pursuant to the Credit Agreement and its working capital will be sufficient to meet the requirements of the Company's business for the foreseeable future. The Company had no material commitments for capital expenditures as of August 31, 2000. Recent Accounting Pronouncements - ---------------------------------- In June 1998, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards (FAS) No. 133, "Accounting for Derivative Instruments and Hedging Activities." FAS No. 133, as amended by FAS 138, establishes standards for accounting and reporting for derivative instruments, and conforms the requirements for treatment of different types of hedging activities. This statement is effective for all fiscal years beginning after June 15, 2000. Management does not expect this standard to have a significant impact on the Company's operations. Forward Looking Statements - ---------------------------- This Form 10-Q contains statements that may constitute "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Those statements include statements regarding the capital spending and future financing plans of the Company and reflect the intent, belief or current expectations of the Company and members of its management team. Prospective investors are cautioned that any such forward-looking statements are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those contemplated by such forward-looking statements. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. 12 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARY PART II - OTHER INFORMATION Item 1. LEGAL PROCEEDINGS The Company is from time to time subject to legal proceedings and claims that arise in the ordinary course of its business. On the date hereof, no such proceedings are pending and no such claims have been asserted. Item 6. EXHIBITS AND REPORTS ON FORM 8-K
Exhibit NUMBER DESCRIPTION PAGE NUMBER OR METHOD OF FILING 2.4 Credit Incorporated by reference to Exhibit 2.4 to Agreement Amendment No. 2 to the Company's Registration between BNY Statement on Form S-4 filed on August 29, 1996 (File Financial No. 333-08065). Corporation and the Registrant (the "Credit Agreement"). 2.5 First Amendment, Incorporated by Reference. Waiver and Agreement, dated as of March 24, 1997, between BNY Financial Corporation and the Registrant and related to the Credit Agreement. 2.6 Second Incorporated by Reference. Amendment and Agreement, dated as of September 9, 1997, between BNY Financial Corporation and the Registrant and related to the Credit Agreement. 2.7 Third Amendment and Incorporated by Reference. Agreement, dated as of October 15, 1997, between BNY Financial Corporation and the Registrant and related to the Credit Agreement. 2.8 Fourth Amendment and Incorporated by Reference. Agreement, dated as of February 2, 1998, between BNY Financial Corporation and the Registrant and related to the Credit Agreement. 2.9 Fifth Amendment, Incorporated by Reference. dated as of July 16, 1998, between BNY Financial Corporation and the Registrant and related to the Credit Agreement. 2.10 Sixth Amendment, Incorporated by Reference dated as of May 30, 1998, between BNY Financial Corporation and the Registrant and related to the Credit Agreement. 13 2.11 Seventh Amendment, Incorporated by Reference. dated as of October 28, 1998, between BNY Financial Corporation and the Registrant and related to the Credit Agreement. 3.1 Amended and Incorporated by reference to Exhibit 3.1 to the Restated Company's Annual Report on Form 10-K for the fiscal Certificate year ended May 31, 1996 (the "1996 Form 10-K"). of Incorporation of the Registrant. 3.2 Restated and Incorporated by reference to Exhibit 3.2 to the 1996 Amended Form 10-K. Bylaws of the Registrant. 4.1 Specimen Incorporated by reference to Exhibit 4.1 to the 1996 Common Stock Form 10-K. Certificate. 14 10.1.1 Employment Incorporated by reference to Exhibit 10.1.1 to the Agreement, 1996 Form 10-K dated as of December 1, 1995, between the Registrant and Alexius A. Dyer III, as amended on October 3, 1996. 10.1.2 Employment Incorporated by reference to Exhibit 10.1.2 to the Agreement Company's Quarterly Report for the quarter ended dated as of February 28, 1997. October 3, 1996, between the Registrant and George Murnane III. 10.2.1 1996 Long- Incorporated by reference to Appendix B to the Proxy Term Statement/Prospectus included in the Company's Incentive and Registration Statement on Form S-4 (File Share Award No. 333-08065), filed on July 12, 1996. Plan. 10.2.2 401(k) Plan. Incorporated by reference to Exhibit 10-H to the Company's Annual Report on Form 10-K for the fiscal year ended May 31, 1992 (the "1992 Form 10-K"). 10.2.3 Bonus Plan. Incorporated by reference to Exhibit 10.2.4 to the 1992 Form 10-K. 10.2.4 Cafeteria Incorporated by reference to Exhibit 10.2.5 of the Plan. Company's Annual Report on Form 10-K for the fiscal year ended May 31, 1993. 10.2.5 Form of Incorporated by reference to Exhibit 10.2.5 to the Option 1996 Form 10-K. Certificate (Employee Non-Qualified Stock Option). 10.2.6 Form of Incorporated by reference to Exhibit 10.2.6 to the Option 1996 Form 10-K. Certificate (Director Non-Qualified Stock Option). 15 10.2.7 Form of Incorporated by reference to Exhibit 10.2.7 to the Option 1996 Form 10-K. Certificate (Incentive Stock Option). 10.14 Commission Incorporated by reference to Exhibit 10.14 to the Agreement 1996 Form 10-K. Dated December 1, 1995 between the Registrant and J.M. Associates, Inc. 10.15 Operating Incorporated by reference to Exhibit 10.14 to the Air41 LLC, Exhibit 10.15 to the 1999 Form 10-K dated as of September 9, 1998, by and between AirCorp, Inc. and the Company 10.16 Office Lease Incorporated by reference to Exhibit 10.17 to the Agreement 1997 Form 10-K. dated January 31, 1997 between the Registrant and Globe Corporate Center, as amended. 10.17 Lease Incorporated by reference to Exhibit 10.18 to the Agreement 1997 Form 10-K. dated March 31, 1997 between the Registrant and Port 95- 4, Ltd. 27 Financial Filed herewith. Data Schedule.
(b) Reports on Form 8-K ---------------------- None 16 INTERNATIONAL AIRLINE SUPPORT GROUP, INC. AND SUBSIDIARIES SIGNATURES 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. INTERNATIONAL AIRLINE SUPPORT GROUP, INC. - -------------------------------------------- (Registrant) /s/James M. Isaacson October 16, 2000 - ---------------------- ------------------ James M. Isaacson Date Chief Financial Officer 17 EX-27 2 0002.txt FINANCIAL DATA SCHEDULE WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
5 3-MOS May-31-2001 August-31-2000 535,528 0 2,279,340 211,043 13,516,514 17,415,824 12,342,392 2,267,658 32,289,919 3,544,192 16,208,194 2,661 0 0 13,902,909 32,289,919 6,180,196 6,770,170 5,012,238 6,669,515 0 38,321 531,660 116,629 46,945 0 0 0 0 69,684 0.03 0.03
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