-----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, BwuKJI5bXodwBs5dahPlCO22H0yYTyiXK/hSEvLXi8b6rNZg2eDyJDvOb4pB+rqY BgIZuEkBoR0lF3rxWBM0pA== 0000861361-96-000014.txt : 19961016 0000861361-96-000014.hdr.sgml : 19961016 ACCESSION NUMBER: 0000861361-96-000014 CONFORMED SUBMISSION TYPE: 10-Q/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19960831 FILED AS OF DATE: 19961015 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/A SEC ACT: 1934 Act SEC FILE NUMBER: 000-18348 FILM NUMBER: 96643532 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/A 1 AMENDMENT TO 2ND QUARTERLY REPORT OF 8/31/96 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q/A Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended August 31, 1996 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) (561) 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 17,048,328 shares were outstanding as of September 20, 1996. EXPLANATORY NOTE: This Form 10-Q/A dated October 15, 1996 amends the registrant's Quarterly Report on Form 10-Q for the quarter ended August 31, 1996 which was filed on October 10, 1996 as follows: 1. On Page 8, the paragraph beginning with "Research, development..." was inadvertently omitted in the original filing. 2. On Page 9, in the last paragraph, third line from the bottom, the number was changed to read "3,900" from the original text which read $3.9 million." BE AEROSPACE, INC. THREE MONTHS ENDED AUGUST 31, 1996, AS COMPARED TO THE THREE MONTHS ENDED AUGUST 26, 1995. (Continued) Earnings before income taxes of $2,070 for the three months ended August 31, 1996 was $9,584 greater than the loss before taxes of $(7,514) in the prior year. Income taxes for the three months ended August 31, 1996 were $207 or 10% of earnings before income taxes as compared to no tax provision in the first half of fiscal 1996. Net earnings were $1,863 or $.11 per share for the three months ended August 31, 1996, as compared to a net loss of $(7,514) or $(.47) per share for the comparable period in the prior year. SIX MONTHS ENDED AUGUST 31, 1996, AS COMPARED TO THE SIX MONTHS ENDED AUGUST 26, 1996. Sales for the six months ended August 31, 1996 were $200,328 or 77% higher than sales of $113,045 for the comparable period in the prior year. The increase in sales is attributable to substantially higher unit volume shipments of all the Company's products as a result of improving industry conditions. Of the $87,283 increase in sales for the six month period, $56,129 was due to increased seating revenues directly related to the acquisition of Burns. Excluding the effect of the Burns acquisition, revenues were up 28% from the comparable period in the prior year. At August 31, 1996, the Company's backlog stood at approximately $480,000, up from approximately $450,000 at February 24, 1996. New order bookings in the six months ended August 31, 1996 of approximately $230,000 were $113,000 greater than new orders bookings of approximately $118,000 for the comparable period in the prior year. Management estimates that approximately 36% of its backlog is deliverable during the balance of fiscal 1997. Gross profit was $66,986 or 33.4% of sales for the six months ended August 31, 1996 and was $29,866 higher than gross profit for the comparable period in the prior year of $37,120, which represented 32.8% of sales. The increase in gross profit is the result of the higher sales volume. Selling, general and administrative expenses were $24,254 or 12.1% of sales for the six months ended August 31, 1996. This was $7,511 higher than selling, general and administrative expenses for the comparable period in the prior year of $16,743, or 14.8% of sales, principally due to the substantial increases in revenues and the acquisition of Burns. Research, development and engineering expenses were $19,157 or 9.6% of sales for the six months ended August 31, 1996. For the comparable period in the prior year, research and development expense was $24,774 or 21.9% of sales. The decrease in expense during the current year is the result of a decrease in the level of activity associated with MDDS, offset somewhat by an increase in product development activity in the Seating Products Division. Amortization expense for the six months ended August 31, 1996 of $5,514 was $864 more than the amount recorded in the first half of fiscal 1996 as a result of the Burns acquisition. Net interest expense was $14,399 for the six months ended August 31, 1996, or $6,250 higher than the net interest expense of $8,149 recorded for the comparable period in the prior year, and is due to the increase in the Company's long-term outstanding debt as a result of the Burns acquisition. BE AEROSPACE, INC. Earnings before income taxes of $3,662 for the six months ended August 31, 1996 was $20,858 more than the loss before income taxes of $(17,196) in the prior year. Income taxes for the six months ended August 31, 1996 were $366 or 10% of earnings before income taxes, as compared to no tax provision in the first half of fiscal 1996. Net earnings were $3,296 or $.19 per share for the six months ended August 31, 1996 as compared to a net loss of $(40,528) or $(2.52) per share for the comparable period in the prior year, which includes the cumulative effect of the accounting change of $23,332. LIQUIDITY AND CAPITAL RESOURCES BEA's primary requirements for working capital have been directly related to its accounts receivable and inventory levels, costs associated with the design and development of the MDDS and other products and scheduled interest payments on its indebtedness. BEA's working capital was $62,282, as of August 31, 1996, compared to $41,824 as of February 24, 1996. In January 1996 the Company amended its existing credit facilities by increasing the aggregate principal amount that may be borrowed thereunder to $100,000 (the "Bank Credit Facility"). The Bank Credit Facility consists of a $25,000 reducing revolver and a $75,000 revolving facility. The amount of the reducing revolver will be reduced automatically by 12.5% on April 19, 1999 and on each of the seven succeeding quarterly anniversaries of such date. The Reducing Revolver is collateralized by all of the issued and outstanding capital stock of Acurex (a wholly owned subsidiary) and has a five year maturity, with the commitments of the lenders thereunder reducing during such five year period, and the revolving facility is collateralized by all of the Company's accounts receivable, all of its inventory and substantially all of its other personal property and has a five year maturity. The Bank Credit Facility contains customary affirmative covenants, negative covenants and conditions of borrowing. At August 31, 1996 indebtedness in an aggregate principal amount of approximately $47,000, plus letters of credit amounting to approximately $6,000 were outstanding under the Bank Credit Facility. The Company's liquidity requirements consist primarily of working capital needs and scheduled payments of interest on its indebtedness and costs associated with integrating Burns. As a result of the Burns acquisition, the Company will have significantly increased cash requirements for the payment of interest on its outstanding borrowings. No principal payments are required for any of the borrowings under the Bank Credit Facility until February, 2001 at which time any unpaid principal under the Bank Credit Facility will be due and payable. At August 31, 1996, the Company's cash and cash equivalents were $14,188 as compared to $15,376 at February 24, 1996. Cash used in operating activities during the six months ended August 31, 1996 was $(4,022), and cash used in operating activities in fiscal 1996 was $(8,296). The primary source of cash during the six months ended August 31, 1996 was net earnings of $3,296 and non-cash charges for depreciation and amortization of $11,840 and approximately $3,900 from issuance of common stock which was offset by a use of cash of $19,158, principally due to increases in receivables and inventories, as well as decreases in current liabilities. BE AEROSPACE, INC. 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: October 15, 1996 By: /s/ Robert J. Khoury -------------------- Robert J. Khoury Vice Chairman and Chief Executive Officer Date: October 15, 1996 By: /s/ Thomas P. McCaffrey ----------------------- Thomas P. McCaffrey Vice President & Chief Financial Officer -----END PRIVACY-ENHANCED MESSAGE-----