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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 8-K
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
DATE OF REPORT (Date of earliest event
reported): FEBRUARY 4, 1999
DURA AUTOMOTIVE SYSTEMS, INC.
(Exact Name of Registrant as Specified in its Charter)
DELAWARE
(State or Other Jurisdiction of Incorporation)
0-21139 38-3185711
(Commission File Number) (I.R.S. Employer Identification No.)
4508 IDS CENTER, MINNEAPOLIS, MINNESOTA 55402
(Address of Principal Executive Offices) (Zip Code)
(612) 342-2311
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last Report)
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Item 5. OTHER EVENTS
On February 4, 1999, the Registrant issued a press release disclosing
its fourth quarter operating results. A copy of this press release is attached
hereto as Exhibit 99.1 and is hereby incorporated by reference.
ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS
(c) EXHIBITS
99.1 Press release dated February 4, 1999 - Dura
Automotive Systems, Inc., Announces Increased
Fourth-Quarter and Year-End Results
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this Report to be signed on its behalf by the
undersigned thereunto duly authorized.
DURA AUTOMOTIVE SYSTEMS, INC.
Date: February 16, 1999 By: /s/ Stephen E.K. Graham
------------------------------------
Name: Stephen E.K. Graham
Title: Vice President and Chief Financial
Officer (Principal Accounting and
Financial Officer)
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EXHIBIT 99.1
DATE: February 4, 1999
FROM: FOR:
Padilla Speer Beardsley Inc. Dura Automotive Systems, Inc.
224 Franklin Avenue West 4508 IDS Center
Minneapolis, Minnesota 55404 Minneapolis, Minnesota 55402
John Mackay (612) 871-8877 Scott Rued (612) 342-2311
FOR IMMEDIATE RELEASE
DURA AUTOMOTIVE SYSTEMS, INC.,
ANNOUNCES INCREASED FOURTH-
QUARTER AND YEAR-END RESULTS
MINNEAPOLIS, February 4 -- Dura Automotive Systems, Inc. (Nasdaq:
DRRA), today announced increased revenues, operating income and net income for
the fourth quarter and year ended December 31, 1998.
For the fourth quarter of 1998, revenues were $241.1 million, a
significant increase compared with $124.5 million in the 1997 period. Operating
income rose to $26.8 million from $12.1 million reported last year. Net income
for the fourth quarter of 1998 was $10.3 million, or 80 cents per diluted share
outstanding, versus $5.3 million, or 60 cents per diluted share, in the
comparable 1997 period.
For the year ended December 31, 1998, revenues increased 65 percent to
$739.5 million from $449.1 million in 1997. Operating income rose $33.6 million
to $71.3 million compared to the $37.6 million reported last year. Net income
before extraordinary item in 1998 was $26.7 million, or $2.42 per share on a
diluted basis, compared with $16.6 million, or $1.88 per share on a diluted
basis, in 1997. An extraordinary loss recorded in second quarter of 1998
relating to pre-acquisition debt issuance costs of Trident Automotive plc has
been reduced in accordance with a recent accounting pronouncement. The company
will amend its second and third quarter financial statements to reduce the
extraordinary loss, accordingly.
Karl Storrie, president and chief executive officer of Dura Automotive,
said, "We are pleased to report that we ended the year on a strong note as we
continue to realize benefits from integrating our recent acquisitions. Overall,
1998 was an exciting year for Dura. We achieved substantial growth in earnings
and have positioned the company for continued growth. As we look forward to
1999, the stage is set for substantial growth with the recently announced
planned
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acquisitions of Excel Industries and Adwest Automotive. While growth and scale
clearly come with these additions, strategically, they will assist Dura in
becoming the premier global supplier of its products, which will continue to
drive shareholder value."
Dura Automotive Systems, Inc., is a leading designer and manufacturer
of driver control systems, engineered mechanisms and cable-related systems for
the global automotive industry. The company's products include parking brake
systems, automotive cables, transmission shifter systems, latches, underbody
tire carriers, jacks, brake, clutch and accelerator pedals and other mechanical
assemblies. The company's products are sold to major North American original
equipment manufacturers (OEMs), including Ford, General Motors and
DaimlerChrysler, as well as Japanese OEMs, including Toyota and Honda. The
company's European and Latin American facilities support Ford, GM, Volkswagen,
Mercedes, BMW, PSA (Peugeot and Citroen) and various other OEMs. Dura's
operating headquarters is in Rochester Hills, Mich., and its corporate office is
in Minneapolis, Minn.
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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS, EXCEPT PER SHARE AMOUNTS - UNAUDITED)
<TABLE>
<CAPTION>
Three Months Ended Dec. 31, Year Ended Dec. 31,
---------------------------- ---------------------------
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
Revenues $ 241,084 $ 124,532 $ 739,467 $ 449,111
Cost of sales 195,288 101,777 608,518 375,086
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Gross profit 45,796 22,755 130,949 74,025
Selling, general and
administrative expenses 15,839 9,843 49,825 32,815
Amortization expense 3,144 794 9,868 3,600
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Operating income 26,813 12,118 71,256 37,610
Interest expense, net 6,082 3,146 20,267 9,298
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Income before provision for
income taxes, equity in losses of
affiliate and minority interest 20,731 8,972 50,989 28,312
Provision for income taxes 8,342 3,631 20,933 11,670
Equity in losses of affiliate, net 1,481 -- 1,481 --
Minority interest - dividends on trust
Preferred securities, net 611 -- 1,908 --
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Income before extraordinary item 10,297 5,341 26,667 16,642
Extraordinary item - loss on early
extinguishment of debt, net -- -- 643 --
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Net income $ 10,297 $ 5,341 $ 26,024 $ 16,642
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Basic earnings per common share:
Income before extraordinary item $ 0.83 $ 0.61 $ 2.49 $ 1.89
Extraordinary item -- -- (0.06) --
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Net income $ 0.83 $ 0.61 $ 2.43 $ 1.89
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Basic shares outstanding 12,350 8,816 10,708 8,808
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Diluted earnings per common share:
Income before extraordinary item $ 0.80 $ 0.60 $ 2.42 $ 1.88
Extraordinary item -- -- (0.05) --
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Net income $ 0.80 $ 0.60 $ 2.37 $ 1.88
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Diluted shares outstanding 13,704 8,880 11,795 8,869
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</TABLE>
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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
<TABLE>
<CAPTION>
December 31, December 31,
ASSETS 1998 1997
---- ----
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 20,544 $ 4,148
Accounts receivable, net 158,465 79,032
Inventories 50,498 30,301
Other current assets 45,924 24,800
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Total current assets 275,431 138,281
Property, plant and equipment, net 188,732 101,538
Goodwill, net 435,960 160,063
Deferred income taxes and other assets, net 29,260 19,382
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$ 929,383 $ 419,264
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LIABILITIES AND STOCKHOLDERS' INVESTMENT
Current liabilities:
Current maturities of long-term debt $ 15,489 $ 2,241
Accounts payable 99,512 49,153
Accrued liabilities 96,664 36,583
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Total current liabilities 211,665 87,977
Long-term debt, net of current maturities 316,417 178,081
Other noncurrent liabilities 108,014 51,498
Mandatorily redeemable convertible trust
preferred securities 55,250 --
Stockholders' investment:
Preferred stock -- --
Common stock - Class A 90 42
Common stock - Class B 33 46
Additional paid-in capital 171,377 63,402
Retained earnings 67,052 41,028
Accumulated other comprehensive loss -
cumulative translation adjustment (515) (2,810)
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Total stockholders' investment 238,037 101,708
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$ 929,383 $ 419,264
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