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 September 30, 2002
Commission File Number 333-70363
DECRANE HOLDINGS CO.
(Exact name of registrant as specified in its charter)
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Delaware |
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13-4019703 |
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(State or other jurisdiction of |
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(I.R.S. Employer |
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c/o Credit Suisse First Boston / DLJ Merchant Banking Partners II,
L.P. |
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(Address, including zip code, of principal executive offices) |
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(212) 325-2000 |
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(Registrant’s telephone number, including area code) |
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(Not Applicable) |
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(Former address and telephone number of principal executive offices, if changed since last report) |
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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.
ý Yes o No
The number of shares of Registrant’s Common Stock, $.01 par value, outstanding as of November 11, 2002 was 4,116,627 shares.
Table of Contents
PART I – FINANCIAL INFORMATION
DECRANE HOLDINGS CO. AND SUBSIDIARY
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(In thousands, except share data) |
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September 30, |
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December 31, |
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(Unaudited) |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
24,679 |
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$ |
9,794 |
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Accounts receivable, net |
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40,671 |
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58,451 |
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Inventories |
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82,454 |
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86,498 |
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Deferred income taxes |
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9,691 |
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14,063 |
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Prepaid expenses and other current assets |
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3,551 |
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2,559 |
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Total current assets |
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161,046 |
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171,365 |
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Property and equipment, net |
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52,818 |
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61,073 |
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Other assets, principally intangibles, net |
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407,680 |
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413,273 |
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Total assets |
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$ |
621,544 |
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$ |
645,711 |
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Liabilities, Mandatorily Redeemable Preferred Stock and Stockholders’ Equity |
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Current liabilities: |
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Current portion of long-term debt |
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$ |
15,422 |
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$ |
13,899 |
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Accounts payable |
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18,199 |
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19,051 |
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Accrued liabilities |
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32,378 |
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56,626 |
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Income taxes payable |
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623 |
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133 |
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Total current liabilities |
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66,622 |
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89,709 |
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Long-term debt, less current portion |
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384,862 |
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386,351 |
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Deferred income taxes |
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26,782 |
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33,597 |
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Other long-term liabilities |
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7,522 |
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7,438 |
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Commitments and contingencies (Note 10) |
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Minority interest in preferred stock of subsidiary |
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32,541 |
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28,240 |
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Mandatorily redeemable preferred stock |
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60,118 |
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54,223 |
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Stockholders’ equity: |
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Undesignated preferred stock, $.01 par value, 1,140,000 shares authorized; none issued and outstanding as of September 30, 2002 and December 31, 2001 |
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— |
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— |
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Common stock, $.01 par value, 10,000,000 shares authorized; 4,116,627 and 3,914,274 shares issued and outstanding as of September 30, 2002 and December 31, 2001, respectively |
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41 |
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39 |
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Additional paid-in capital |
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74,229 |
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75,542 |
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Notes receivable for shares sold |
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(2,552 |
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(2,668 |
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Accumulated deficit |
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(27,963 |
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(24,658 |
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Accumulated other comprehensive loss |
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(658 |
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(2,102 |
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Total stockholders’ equity |
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43,097 |
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46,153 |
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Total liabilities and stockholders’ equity |
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$ |
621,544 |
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$ |
645,711 |
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The accompanying notes are an integral part of the consolidated financial statements.
1
DECRANE HOLDINGS CO. AND SUBSIDIARY
Consolidated Statements of Operations
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Three Months Ended |
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Nine Months Ended |
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(In thousands) |
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2002 |
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2001 |
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2002 |
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2001 |
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(Unaudited) |
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Revenues |
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$ |
79,621 |
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$ |
102,928 |
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$ |
252,116 |
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$ |
304,859 |
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Cost of sales |
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54,038 |
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70,152 |
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178,980 |
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204,462 |
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Gross profit |
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25,583 |
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32,776 |
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73,136 |
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100,397 |
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Operating expenses: |
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Selling, general and administrative expenses |
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11,412 |
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13,963 |
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41,703 |
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42,059 |
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Amortization of intangible assets |
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1,467 |
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4,936 |
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4,298 |
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14,857 |
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Total operating expenses |
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12,879 |
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18,899 |
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46,001 |
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56,916 |
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