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 Securities Exchange Act of 1934 |
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For the quarterly period ended March 31, 2004 |
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OR |
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Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the transition period from to |
Commission File Number 333-106356
CHAAS ACQUISITIONS, LLC.
(Exact name of registrant as specified in its charter)
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Delaware |
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41-2107245 |
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(State or other jurisdiction of |
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(I.R.S. Employer |
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incorporation or organization) |
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Identification No.) |
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12900 Hall Road, Suite 200, Sterling Heights, MI |
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48313 |
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(Address of principal executive offices) |
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(Zip Code) |
(586) 997-2900
(Registrant’s telephone number, including area code)
NOT APPLICABLE
(Former name, former address and former fiscal year, if changed since last report)
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 a 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 o No ý
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
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Class |
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Outstanding at May 12, 2004 |
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Membership Units |
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100 |
CHAAS ACQUISITIONS, LLC
INDEX
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Consolidated Condensed Balance Sheet of the Company as of March 31, 2004 and as of December 31, 2003 |
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Management’s Discussion and Analysis of Financial Condition and Results of Operations |
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Item 1. Financial Statements
CONSOLIDATED CONDENSED BALANCE SHEETS
As of March 31, 2004 and December 31, 2003
(Dollars in thousands)
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Company |
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March 31, |
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December 31, |
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2004 |
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2003 |
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(Unaudited) |
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ASSETS |
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Current assets |
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Cash |
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$ |
18,046 |
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$ |
16,686 |
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Accounts receivable, less reserves of $2,048 and $2,189, respectively |
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65,056 |
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55,363 |
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Inventories |
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Raw materials |
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19,728 |
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19,039 |
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Work-in-process |
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9,969 |
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9,662 |
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Finished goods |
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24,972 |
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23,075 |
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Reserves |
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(3,703 |
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(3,448 |
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Total inventories |
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50,966 |
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48,328 |
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Deferred income taxes |
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7,943 |
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6,087 |
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Other current assets |
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16,097 |
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14,987 |
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Total current assets |
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158,108 |
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141,451 |
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Property and equipment, net |
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72,311 |
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73,795 |
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Goodwill |
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39,596 |
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39,596 |
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Other intangible assets, net |
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107,311 |
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110,156 |
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Deferred income taxes |
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551 |
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336 |
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Other noncurrent assets |
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2,395 |
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2,257 |
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$ |
380,272 |
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$ |
367,591 |
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LIABILITIES AND MEMBERS’ EQUITY |
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Current liabilities |
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Current maturities of long-term debt |
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$ |
1,892 |
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$ |
1,909 |
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Accounts payable |
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41,446 |
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33,285 |
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Accrued liabilities |
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28,195 |
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21,328 |
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Deferred income taxes |
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555 |
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588 |
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Total current liabilities |
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72,088 |
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57,110 |
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Noncurrent liabilities |
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Deferred income taxes |
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8,326 |
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8,343 |
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Other noncurrent liabilities |
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4,136 |
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4,151 |
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Long-term debt, less current maturities |
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195,910 |
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196,905 |
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Total noncurrent liabilities |
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208,372 |
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209,399 |
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Members’ equity |
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Units |
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100,900 |
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100,900 |
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Other comprehensive income |
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4,705 |
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5,690 |
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Retained earnings (accumulated deficit) |
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(5,793 |
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(5,508 |
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99,812 |
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101,082 |
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$ |
380,272 |
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$ |
367,591 |
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The accompanying notes are an integral part
of the
consolidated condensed financial statements.
1
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
(Dollars in thousands)
(Unaudited)
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Company |
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Predecessor |
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Three months |
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Three months |
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ended |
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ended |
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March 31, |
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March 31, |
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2004 |
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2003 |
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Net sales |
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$ |
96,631 |
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$ |
85,340 |
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Cost of sales |
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74,064 |
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64,261 |
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Gross profit |
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22,567 |
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21,079 |
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Selling, administrative and product development expenses |
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15,085 |
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12,399 |
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Amortization of intangible assets |
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2,051 |
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