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 September 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 October 24, 2003, there were 24,213,953 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 September 30, 2003 (unaudited) and December 31, 2002

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

	Consolidated Statements of Cash Flows (unaudited) for the Nine Months Ended September 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 6.	Exhibits and Reports on Form 8-K

SIGNATURES

AFTERMARKET TECHNOLOGY CORP.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

	September 30, 2003			December 31, 2002
	(Unaudited)
Assets
Current Assets:
Cash and cash equivalents	$	73,497		$	65,504
Accounts receivable, net	46,637			49,283
Inventories	75,059			70,262
Prepaid and other assets	4,479			4,891
Deferred income taxes	14,596			26,106
Total current assets	214,268			216,046

Property, plant and equipment, net	57,590			54,616
Debt issuance costs, net	4,306			5,152
Goodwill	169,602			168,229
Intangible assets, net	570			819
Other assets	9,553			9,168
Total assets	$	455,889		$	454,030

Liabilities and Stockholders’ Equity
Current Liabilities:
Accounts payable	$	33,255		$	37,963
Accrued expenses	30,510			29,996
Income taxes payable	1,045			847
Credit facility	13,040			15,805
Capital lease obligation	478			678
Amounts due to sellers of acquired companies	1,868			2,261
Deferred compensation	103			154
Liabilities of discontinued operations	288			330
Total current liabilities	80,587			88,034

Amount drawn on credit facility, less current portion	128,897			139,111
Amounts due to sellers of acquired companies, less current portion	5,222			6,474
Deferred compensation, less current portion	717			912
Capital lease obligation, less current portion	—			284
Other long-term liabilities	—			370
Deferred income taxes	12,854			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 (including shares held in treasury) — 25,147,356 and 25,145,523 as of September 30, 2003 and December 31, 2002, respectively	251			251
Additional paid-in capital	193,885			193,869
Retained earnings	40,816			20,595
Accumulated other comprehensive income (loss)	631			(309		)
Common stock held in treasury, at cost (933,737 shares)	(7,971		)	(7,971		)
Total stockholders’ equity	227,612			206,435

Total liabilities and stockholders’ equity	$	455,889		$	454,030

See accompanying notes.

AFTERMARKET TECHNOLOGY CORP.

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except per share data)

	For the three months ended September 30,				For the nine months ended September 30,
	2003		2002		2003		2002
	(Unaudited)				(Unaudited)

Net sales:
Products	$	64,902	$	81,369	$	215,664	$	227,018
Services	19,433		29,208		63,818		85,531
Total net sales	84,335		110,577		279,482		312,549

Cost of sales
Products	52,579		59,526		168,389		162,373
Products — special charges	—		—		200		—
Services	9,675		13,518		31,325		42,052
Total cost of sales	62,254		73,044		199,914		204,425