AFTERMARKET TECHNOLOGY CORP - 10-Q Quarterly Report

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

(Mark One)
ý		QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.

For the quarterly period ended June 30, 2003

OR

o		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 0-21803

AFTERMARKET TECHNOLOGY CORP.
(Exact Name of Registrant as Specified in its Charter)

Delaware		95-4486486
(State or Other Jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)

One Oak Hill Center - Suite 400, Westmont, IL		60559
(Address of Principal Executive Offices)		(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

Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Exchange Act). Yes ý No o

As of July 25, 2003, there were 24,213,120 shares of common stock of the Registrant outstanding.

AFTERMARKET TECHNOLOGY CORP.

FORM 10-Q

Table of Contents

PART I.	Financial Information

Item 1.	Financial Statements:

	Consolidated Balance Sheets at June 30, 2003 (unaudited) and December 31, 2002

	Consolidated Statements of Income (unaudited) for the Three and Six Months Ended June 30, 2003 and 2002

	Consolidated Statements of Cash Flows (unaudited) for the Six Months Ended June 30, 2003 and 2002

	Notes to Consolidated Financial Statements (unaudited)

Item 2.	Management’s Discussion and Analysis of Financial Condition and Results of Operations

Item 3.	Quantitative and Qualitative Disclosures About Market Risk

Item 4.	Controls and Procedures

PART II.	Other Information

Item 4.	Submission of Matters to a Vote of Security Holders

Item 6.	Exhibits and Reports on Form 8-K

SIGNATURES

AFTERMARKET TECHNOLOGY CORP.
CONSOLIDATED BALANCE SHEETS
(In thousands, except share and per share data)

	June 30, 2003			December 31, 2002
	(Unaudited)
Assets
Current Assets:
Cash and cash equivalents	$	69,846		$	65,504
Accounts receivable, net	54,845			49,283
Inventories	68,795			70,262
Prepaid and other assets	4,714			4,891
Deferred income taxes	14,195			26,106
Total current assets	212,395			216,046

Property, plant and equipment, net	57,852			54,616
Debt issuance costs, net	4,588			5,152
Goodwill	169,518			168,229
Intangible assets, net	653			819
Other assets	9,461			9,168
Total assets	$	454,467		$	454,030

Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	34,959		$	37,963
Accrued expenses	29,182			29,996
Income taxes payable	977			847
Credit facility	12,173			15,805
Capital lease obligation	629			678
Amounts due to sellers of acquired companies	2,074			2,261
Deferred compensation	154			154
Liabilities of discontinued operations	292			330
Total current liabilities	80,440			88,034

Amount drawn on credit facility, less current portion	132,591			139,111
Amounts due to sellers of acquired companies, less current portion	6,614			6,474
Deferred compensation, less current portion	806			912
Capital lease obligation, less current portion	24			284
Other long-term liabilities	25			370
Deferred income taxes	10,445			12,410

Stockholders’ Equity:
Preferred stock, $.01 par value; shares authorized - 2,000,000; none issued	—			—
Common stock, $.01 par value; shares authorized - 30,000,000; Issued - 25,146,857 and 25,145,523 (including shares held in treasury)	251			251
Additional paid-in capital	193,880			193,869
Retained earnings	36,947			20,595
Accumulated other comprehensive income (loss)	415			(309		)
Common stock held in treasury, at cost (933,737 shares)	(7,971		)	(7,971		)
Total stockholders’ equity	223,522			206,435

Total liabilities and stockholders’ equity	$	454,467		$	454,030

See accompanying notes.

AFTERMARKET TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except per share data)

	For the three months ended June 30,				For the six months ended June 30,
	2003		2002		2003		2002
	(Unaudited)				(Unaudited)

Net sales:
Products	$	78,337	$	72,803	$	150,762	$	145,649
Services	21,748		27,903		44,385		56,323
Total net sales	100,085		100,706		195,147		201,972

Cost of sales
Products	63,011		50,230		115,810		102,847
Products - special charges	200		—		200		—
Services	10,130		14,029		21,650