UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE |
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SECURITIES EXCHANGE ACT OF 1934. |
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For the quarterly period ended June 30, 2002 |
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OR |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE |
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SECURITIES EXCHANGE ACT OF 1934. |
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For the transition period from to |
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Commission File Number 0-21803
AFTERMARKET TECHNOLOGY CORP.
(Exact Name of Registrant as Specified in Its Charter)
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Delaware |
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95-4486486 |
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(State or Other Jurisdiction of |
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(I.R.S. Employer Identification No.) |
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Incorporation or Organization) |
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One Oak Hill Center - Suite 400, Westmont, IL |
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60559 |
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(Address of Principal Executive Offices) |
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(Zip Code) |
Registrant’s Telephone Number, Including Area Code: (630) 455-6000
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 ý No o
As of July 19, 2002, there were 24,003,318 shares of common stock of the Registrant outstanding.
AFTERMARKET TECHNOLOGY CORP.
FORM 10-Q
Table of Contents
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PART I. |
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Financial Information |
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Item 1. |
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Financial Statements: |
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Consolidated Balance Sheets
at June 30, 2002 (unaudited) |
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Consolidated
Statements of Cash Flows (unaudited) for the |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Note: |
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Items 1, 2, 3 and 5 of Part II are omitted because they are not applicable. |
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2
AFTERMARKET TECHNOLOGY CORP.
(In thousands, except share and per share data)
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June 30, |
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December 31, |
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2002 |
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2001 |
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(Unaudited) |
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Assets |
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Current Assets: |
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Cash and cash equivalents |
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$ |
42,248 |
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$ |
555 |
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Accounts receivable, net |
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51,420 |
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55,816 |
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Inventories |
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62,051 |
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68,970 |
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Prepaid and other assets |
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3,650 |
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5,305 |
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Refundable income taxes |
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362 |
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— |
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Deferred income taxes |
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28,850 |
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26,508 |
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Total current assets |
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188,581 |
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157,154 |
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Property, plant and equipment, net |
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54,529 |
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52,577 |
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Debt issuance costs, net |
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5,640 |
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3,008 |
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Goodwill |
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168,454 |
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168,049 |
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Intangible assets, net |
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972 |
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1,145 |
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Deferred income taxes |
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— |
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5,590 |
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Other assets |
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9,249 |
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9,335 |
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Total assets |
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$ |
427,425 |
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$ |
396,858 |
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Liabilities and Stockholders’ Equity |
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Current Liabilities: |
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Accounts payable |
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$ |
33,998 |
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$ |
42,507 |
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Accrued expenses |
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28,599 |
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39,096 |
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Income taxes payable |
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— |
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2,622 |
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Credit facility |
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12,200 |
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14,700 |
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Capital lease obligation |
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843 |
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1,121 |
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Amounts due to sellers of acquired companies |
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1,353 |
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2,450 |
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Deferred compensation |
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1,631 |
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1,958 |
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Liabilities of discontinued operations |
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1,119 |
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1,375 |
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Total current liabilities |
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79,743 |
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105,829 |
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12% Series B and D Senior Subordinated Notes |
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— |
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110,852 |
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Amount drawn on credit facility, less current portion |
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154,750 |
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60,500 |
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Amounts due to sellers of acquired companies, less current portion |
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8,582 |
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7,269 |
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Deferred compensation, less current portion |
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1,843 |
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1,400 |
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Capital lease obligation, less current portion |
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615 |
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897 |
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Other long-term liabilities |
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575 |
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776 |
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Deferred income taxes |
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5,855 |
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— |
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Stockholders’ Equity: |
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Preferred stock, $.01 par value; shares authorized — 2,000,000; none issued |
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Common stock, $.01 par value; shares authorized — 30,000,000; Issued — 24,613,154 and 21,446,396 (including shares held in treasury) |
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246 |
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214 |
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Additional paid-in capital |
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188,542 |
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141,298 |
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Accumulated deficit |
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(7,844 |
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(25,832 |
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Accumulated other comprehensive loss |
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(1,145 |
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(2,008 |
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Common stock held in treasury, at cost (611,337 shares) |
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(4,337 |
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(4,337 |
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Total stockholders’ equity |
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175,462 |
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109,335 |
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Total liabilities and stockholders’ equity |
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$ |
427,425 |
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$ |
396,858 |
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See accompanying notes.