-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, f9I4RRU7+UuHwFN3f/XZanbinCX+nCa7FfmtpM8G4ojKXSlg+tlwWGxKSSEXQkOW xIic9N7nemmlMLo3yVqcHQ== 0000861361-95-000014.txt : 199507110000861361-95-000014.hdr.sgml : 19950711 ACCESSION NUMBER: 0000861361-95-000014 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19950527 FILED AS OF DATE: 19950710 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: BE AEROSPACE INC CENTRAL INDEX KEY: 0000861361 STANDARD INDUSTRIAL CLASSIFICATION: PUBLIC BUILDING AND RELATED FURNITURE [2531] IRS NUMBER: 061209796 STATE OF INCORPORATION: DE FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-18348 FILM NUMBER: 95553070 BUSINESS ADDRESS: STREET 1: 1400 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 BUSINESS PHONE: 4077915000 MAIL ADDRESS: STREET 1: 1300 CORPORATE CENTER WAY STREET 2: 1300 CORPORATE CENTER WAY CITY: WELLINGTON STATE: FL ZIP: 33414 FORMER COMPANY: FORMER CONFORMED NAME: BE AVIONICS INC DATE OF NAME CHANGE: 19920608 10-Q 1 1ST QUARTER 10-Q UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended May 27, 1995 Commission File No. 0-18348 BE AEROSPACE, INC. (Exact name of registrant as specified in its charter) Delaware 06-1209796 (State of Incorporation) (I.R.S. Employer Identification No.) 1400 Corporate Center Way Wellington, Florida 33414 (Address of principal executive offices) (407) 791-5000 (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[ ] The registrant has one class of common stock, $ .01 par value, of which 16,154,235 shares were outstanding as of June 28, 1995. Page 1 of 9 BE AEROSPACE, INC. Item 1. Financial Statements. CONSOLIDATED BALANCE SHEETS (Dollars in thousands, except share data)
May 27, February 25, 1995 1995 ASSETS CURRENT ASSETS: Cash and cash equivalents $ 3,169 $ 8,319 Receivables - trade, less allowance for doubtful accounts of $3,862 (May 27, 1995) and $4,034 (February 25, 1995), 46,735 48,915 Inventories, net 83,398 71,347 Deferred income taxes 5,948 6,502 Other current assets 7,037 7,434 Total current assets 146,287 142,517 PROPERTY AND EQUIPMENT, net 60,156 60,304 INTANGIBLES AND OTHER ASSETS, net 178,256 177,133 $ 384,699 $ 379,954 LIABILITIES AND STOCKHOLDERS' EQUITY CURRENT LIABILITIES: Accounts payable $ 36,367 $ 35,164 Accrued liabilities 19,598 24,481 Income taxes payable 2,303 1,642 Current portion of long-term debt 5,811 4,667 Total current liabilities 64,079 65,954 LONG-TERM DEBT 178,899 172,693 DEFERRED INCOME TAXES 10,969 11,212 OTHER LIABILITIES 4,534 4,764 STOCKHOLDERS' EQUITY: Preferred stock, $.01 par value; 1,000,000 shares authorized; no shares outstanding Common stock, $.01 par value; 30,000,000 shares authorized; 16,117,161 (May 27, 1995) 16,095,790 (February 25, 1995) issued 160 160 Additional paid-in capital 119,379 119,209 Retained earnings 7,439 7,418 Cumulative foreign exchange translation adjustment (760) (1,456) Total stockholders' equity 126,218 125,331 $ 384,699 $ 379,954
- 2 - BE AEROSPACE, INC. CONSOLIDATED STATEMENTS OF EARNINGS (Dollars in thousands, except per share data)
Three Months Ended May 27, May 28, 1995 1994 NET SALES $ 55,594 $ 57,567 COST OF SALES 37,193 38,680 GROSS PROFIT 18,401 18,887 OPERATING EXPENSES: Selling, general and administrative 8,300 8,074 Research and development 3,547 2,842 Amortization expense 2,333 2,572 Total operating expenses 14,180 13,488 OPERATING EARNINGS 4,221 5,399 INTEREST EXPENSE, net 4,188 3,693 EARNINGS BEFORE INCOME TAXES 33 1,706 INCOME TAXES 12 632 NET EARNINGS $ 21 $ 1,074 NET EARNINGS PER COMMON SHARE $ .00 $ .07 COMMON AND COMMON EQUIVALENT SHARES 16,097 16,059
- 3 - BE AEROSPACE, INC. CONSOLIDATED STATEMENTS OF CASH FLOWS (Dollars in thousands)
Three Months Ended May 27, May 28, 1995 1994 CASH FLOWS FROM OPERATING ACTIVITIES: Net earnings $ 21 $ 1,074 Adjustments to reconcile net earnings to net cash flows provided by operating activities: Depreciation 1,753 1,169 Amortization 2,333 2,572 Deferred income taxes 330 67 Non cash employee benefit plan contributions 169 Changes in operating assets and liabilities: Accounts receivable 2,519 998 Inventories (11,819) (7,558) Other current assets 427 1,941 Accounts payable 1,043 (363) Income taxes payable 663 725 Other liabilities (5,101) (4,113) Net cash flows used in operating activities (7,662) (3,488) CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (1,187) (2,409) Change in other assets - net (3,992) (611) Net cash flows used in investing activities (5,179) (3,020) CASH FLOWS FROM FINANCING ACTIVITIES: Net borrowings under revolving lines of credit 7,646 Repayments of long-term debt _____ (1,235) Net cash flows provided by (used in) financing activities 7,646 (1,235) Effect of exchange rate changes on cash flows 45 51 Net decrease in cash and cash equivalents (5,150) (7,692) Cash and cash equivalents, beginning of period 8,319 13,738 Cash and cash equivalents, end of period $ 3,169 $ 6,046 Supplemental disclosures of cash flow information: Cash paid during period for interest $ 7,250 $ 6,687 Cash paid during period for income taxes, net $ (1,102)
- 4 - BE AEROSPACE, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS THREE MONTHS ENDED MAY 27, 1995 AND MAY 28, 1994 (Dollars in thousands, except share and per share data) Note 1. Basis of Presentation: The information set forth in these consolidated financial statements as of May 27, 1995 and for the three month periods ended May 27, 1995 and May 28, 1994 is unaudited and may be subject to normal year-end adjustments. In the opinion of management, the unaudited consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments necessary to present fairly the financial position of BE Aerospace, Inc. (the "Company" or "BEA") for the periods indicated. Results of operations for the interim period ended May 27, 1995 are not necessarily indicative of the full fiscal year. For further information, including information with regard to conditions in the airline industry and their possible impact on the Company, please refer to the Company's annual report on Form 10-K for the fiscal year ended February 25, 1995, as amended. The accompanying consolidated financial statements consolidate all of the Company's subsidiaries. All significant intercompany transactions have been eliminated. Certain amounts in the prior years' Consolidated Financial Statements have been reclassified to conform to the current fiscal year's presentation. Certain information normally included in footnote disclosures to the financial statements has been condensed or omitted in accordance with the rules and regulations of the Securities and Exchange Commission. [Remainder of page intentionally left blank] - 5 - BE AEROSPACE, INC. (Dollars in thousands, except per share data) Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations. The following discussion and analysis addresses the results of the Company's operations for the three months ended May 27, 1995, as compared to the Company's results of operations for the three months ended May 28, 1994. The discussion and analysis then addresses the liquidity and financial condition of the Company. THREE MONTHS ENDED MAY 27, 1995, AS COMPARED TO THE RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MAY 28, 1994. Sales for the three months ended May 27, 1995 were $55,594 or $1,973 (3%) lower than sales of $57,567 for the comparable period in the prior year. The decrease in sales year over year is due to slightly lower volume of products shipped. At May 27, 1995 the Company's backlog stood at $350 million up from $331 million at February 25, 1995. The Company's revenues are not expected to increase appreciably until the level of spending by the airlines for refurbishment of their existing fleets increases, or unless the Company begins substantial deliveries of its MDDS interactive entertainment systems in connection with airline upgrade programs on their existing airline fleets or unless new aircraft deliveries increase. Gross profit was $18,401 or 33% of sales for the three months ended May 27, 1995 and was $486 lower than the comparable period in the prior year of $18,887, which represented 33% of sales. The decrease in gross profit for the quarter ended May 27, 1995 is attributable to slightly lower volume of products sold. Selling, general and administrative expenses were $8,300 (15% of sales) for the three months ended May 27, 1995. This was $226 higher than the comparable period in the prior year of $8,074 (14% of sales) is due to marginally higher selling costs. Research and development expense was $3,547 or 6% of sales for the three months ended May 27, 1995. For the comparable period in the prior year, research and development expense was $2,842 or 5% of sales. The increase in expense is the result of a substantial increase in the level of activity during the quarter. Amortization expense for the quarter ended May 27, 1995 of $2,333 was $239 lower than the amount recorded in the first quarter of fiscal 1994. The decrease in amortization expense is due to certain intangible assets which were written off in fiscal 1995. Net interest expense was $4,188 for the three months ended May 27, 1995, or $495 higher than the net interest expense of $3,693 recorded for the comparable period in the prior year, and is due to the increase in the Company's long-term debt outstanding during the current period, along with an increase in interest rates. - 6 - BE AEROSPACE, INC. THREE MONTHS ENDED MAY 27, 1995, AS COMPARED TO THE RESULTS OF OPERATION FOR THE THREE MONTHS ENDED MAY 28, 1994 (Continued) Earnings before income taxes of $33 for the quarter ended May 27, 1995 were $1,673 less than the prior year primarily as a result of higher research and development and interest expense incurred during the current quarter. Income tax expense for the quarter ended May 27, 1995 was $12 or 36% of earnings before income taxes, as compared to a tax rate of 37% in the first quarter of fiscal 1994. Net earnings were $21 or $.00 per share for the three months ended May 27, 1995 as compared to $1,074 or $.07 per share for the comparable period in the prior year. LIQUIDITY AND CAPITAL RESOURCES The Company's primary requirements for working capital are directly related to its accounts receivable and inventory levels, as well as costs associated with the design and development of its MDDS interactive video system, and improvements to its property and equipment. The Company's working capital was $82,208 as of May 27, 1995 compared to $76,563 as of February 25, 1995. In October 1993, the Company obtained new Credit Facilities aggregating $85,000. The credit facilities are comprised of two revolving lines of credit, initially aggregating $40,000 and $45,000. The $40,000 revolving line of credit is collateralized by the stock of Acurex and may be borrowed and repaid in $1,000 increments and has decreasing availability through November 1998. The $45,000 revolving line of credit may be borrowed in $1,000 increments, is subject to borrowing base calculations set forth in the credit facility agreement, is collateralized by substantially all the Company's assets and is all due and payable in full in November 1998. The credit facilities bear interest at prime plus .50% or at the Company's option, LIBOR plus 1.75%. As of May 27, 1995, the availability under the $40,000 revolving line of credit had been reduced to $31,000, resulting in a total credit facility aggregating $76,000 of which $43,000 was outstanding. The Company believes that cash on hand, cash flow from operations and funds available under its credit facilities will be sufficient to meet its working capital requirements for the foreseeable future. [Remainder of page intentionally left blank] - 7 - BE AEROSPACE, INC. PART II -- OTHER INFORMATION Item 1. Legal Proceedings. Not applicable. Item 2. Changes in Securities. Not applicable. Item 3. Defaults Upon Senior Securities. Not applicable. Item 4. Submission of Matters to a Vote of Security Holders. Not applicable. Item 5. Other Information. None. Item 6. Exhibits and Reports on Form 8-K. None. [Remainder of page intentionally left blank] - 8 - 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. BE AEROSPACE, INC. Date: July 7, 1995 By: /s/ Amin J. Khoury Amin J. Khoury Chairman of the Board and Chief Executive Officer Date: July 7, 1995 By: /s/ Thomas P. McCaffrey Thomas P. McCaffrey Vice President & Chief Financial Officer - 9 - EX-27 2 ARTICLE 5 FDS FOR 1ST QUARTER 10-Q
5 1,000 3-MOS FEB-25-1995 MAY-27-1995 3,169 0 50,597 3,862 83,398 146,287 81,780 21,624 384,699 64,079 0 160 0 0 126,058 384,699 55,594 55,594 37,193 51,373 14,180 0 4,188 33 12 21 0 0 0 21 0 0
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