UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
X QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
- ---- For the quarterly period ended SEPTEMBER 30, 1996
OR
- ---- TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM
________________ TO ______________
Commission File No. 333-08871
MCII HOLDINGS (USA), INC.
(Exact name of registrant as specified in its charter)
Delaware 86-0830781
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
DIAL TOWER
1850 N. CENTRAL AVENUE
PHOENIX, AZ 85004
(Address of principal executive offices)
Registrant's telephone number, including area code: (602) 207-5000
Indicate by check mark whether 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 and (2) has been subject to such filing
requirements for the past 90 days. Yes --- No -X-*
Number of shares of common stock outstanding: 1,000 shares as of November
11, 1996
*Registrant became registered and subject to the reporting requirements of the
Securities Exchange Act on October 31, 1996.
PART I -- FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
MCII HOLDINGS (USA), INC.
(A WHOLLY OWNED SUBSIDIARY OF CONSORCIO G GRUPO DINA, S.A. DE C.V.)
CONSOLIDATED BALANCE SHEET
(unaudited)
September 30, December 30,
(000 omitted, except numbers of shares) 1996 1995
- ---------------------------------------------------------------------------
ASSETS
Current assets:
Cash and cash equivalents $ 5,255 $ 30,607
Receivables, less allowance of
$1,875 and $1,903 32,887 34,936
Current portion of notes receivable 5,444 4,722
Inventories 156,806 146,718
Deferred income taxes 9,232 8,570
Other current assets 4,655 4,073
----------- ----------
Total current assets 214,279 229,626
Property, plant and equipment 55,893 54,959
Assets held for lease 46,386 20,062
Notes receivable 31,050 30,909
Investment in and advances to dis-
continued operations 814 11,311
Deferred income taxes 11,895 14,350
Intangibles 238,543 242,923
Other assets 8,087 9,902
----------- -----------
$ 606,947 $ 614,042
========== ==========
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities:
Bank overdrafts $ 2,678 $ 504
Accounts payable 31,841 24,722
Accrued compensation and other
benefits 9,512 13,101
Accrued warranties 5,494 5,381
Accrued income taxes 5,089 11,924
Insurance reserves 5,480 5,337
Due to Grupo DINA 1,174 367
Other current liabilities 15,903 11,605
----------- -----------
Total current liabilities 77,171 72,941
Long-term debt 193,594 217,668
Pensions and other benefits 10,142 8,866
Other deferred items and insurance
reserves 14,625 13,146
Deferred income taxes 6,279 6,613
Stockholder's equity:
Common Stock, $.01 par value, 1,000
shares authorized and issued
Additional capital 317,465 317,465
Deficit (8,745) (18,856)
Cumulative translation adjustments (3,584) (3,801)
------------ ----------
Total Stockholder's equity 305,136 294,808
---------- ----------
$ 606,947 $ 614,042
========== ==========
See notes to consolidated financial statements.
MCII HOLDINGS (USA), INC.
(A WHOLLY OWNED SUBSIDIARY OF CONSORCIO G GRUPO DINA, S.A. DE C.V.)
STATEMENT OF CONSOLIDATED INCOME
(unaudited)
Three Months Ended
-----------------------------
September 30, September 30,
(000 omitted) 1996 1995
- ----------------------------------------------------------------------------
Revenues:
Sales $ 124,653 $ 94,868
Finance income 2,399 1,713
----------- ----------
127,052 96,581
---------- ----------
Operating costs and expenses:
Cost of sales (exclusive of items
shown separately below) 97,824 75,276
Depreciation and amortization 4,729 3,754
Interest expense, finance operations 1,071 717
Research and development expenses 1,806 1,053
Selling, general and administrative
expenses 14,038 14,336
----------- -----------
119,468 95,136
---------- -----------
Operating income 7,584 1,445
----------- -----------
Other (income) and expense:
Interest expense 2,948 3,292
Other (income) (476) (55)
------------- -----------
2,472 3,237
----------- -----------
Income (loss) before income taxes 5,112 (1,792)
Income taxes 2,491 (21)
---------- -----------
Net income (loss) $ 2,621 $ (1,771)
=========== ===========
See notes to consolidated financial statements
MCII HOLDINGS (USA), INC.
(A WHOLLY OWNED SUBSIDIARY OF CONSORCIO G GRUPO DINA, S.A. DE C.V.)
STATEMENT OF CONSOLIDATED INCOME
(unaudited)
Nine Months Ended
September 30, September 30,
(000 omitted) 1996 1995
- ----------------------------------------------------------------------------
Revenues:
Sales $ 440,768 $ 362,216
Finance income 6,128 4,407
---------- ----------
446,896 366,623
---------- ----------
Operating costs and expenses:
Cost of sales (exclusive of items
shown separately below) 346,910 279,105
Depreciation and amortization 13,281 10,799
Interest expense, finance operations 2,686 1,784
Research and development expenses 5,230 2,506
Selling, general and administrative
expenses 42,442 42,612
----------- ----------
410,549 336,806
---------- ----------
Operating income 36,347 29,817
----------- ----------
Other (income) and expense:
Interest expense 9,696 9,678
Other (income) (987) (373)
----------- ----------
8,709 9,305
----------- ----------
Income before income taxes 27,638 20,512
Income taxes 12,527 9,917
---------- ----------
Income from continuing operations 15,111 10,595
Loss from discontinued operations (5,000)
Net income $ 10,111 $ 10,595
=========== ==========
See notes to consolidated financial statements.
<TABLE>
<CAPTION>
MCII HOLDINGS (USA), INC.
(A WHOLLY OWNED SUBSIDIARY OF CONSORCIO G GRUPO DINA, S.A. DE C.V.)
STATEMENT OF CONSOLIDATED CHANGES IN STOCKHOLDER'S EQUITY
(unaudited)
Unrealized
Gain on Cumulative
Common Additional Marketable Translation
(000 omitted) Stock Capital Deficit Securities Adjustments Total
- -----------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
BALANCE, JANUARY 1, 1995 $ $ 317,465 $ (37,114) $ $(7,539) $ 272,812
Net income 10,595 10,595
Unrealized gain on marketable
securities 6,671 6,671
Unrealized translation gain 6,521 6,521
------ -------- ---------- -------- ------- --------
BALANCE, SEPTEMBER 30, 1995 $ 0 $ 317,465 $ (26,519) $ 6,671 $(1,018) $ 296,599
====== ======== ========== ======== ======== ========
BALANCE, JANUARY 1, 1996 $ $ 317,465 $ (18,856) $ $ (3,801) $ 294,808
Net income 10,111 10,111
Unrealized translation gain 217 217
----- -------- ---------- -------- -------- ---------
BALANCE, SEPTEMBER 30, 1996 $ 0 $ 317,465 $ (8,745) $ 0 $ (3,584) $ 305,136
===== ======== ========== ======== ======== ========
</TABLE>
MCII HOLDINGS (USA), INC.
(A WHOLLY OWNED SUBSIDIARY OF CONSORCIO G GRUPO DINA, S.A. DE C.V.)
STATEMENT OF CONSOLIDATED CASH FLOWS
(unaudited)
Nine Months Ended
-----------------
September 30, September 30,
(000 omitted) 1996 1995
- -----------------------------------------------------------------------------
CASH FLOWS PROVIDED (USED) BY OPERATING
ACTIVITIES:
Net income $ 10,111 $ 10,595
Adjustments to reconcile net income to
net cash provided (used) by operations:
Discontinued operations loss provision 5,000
Depreciation and amortization 13,281 10,799
Deferred income taxes 1,262 638
Gain on sale of property and notes
receivable (1,257) (1,483)
Other noncash items, net 748 7,005
Change in operating assets and
liabilities:
Receivables 1,159 (8,374)
Inventories (10,944) (24,071)
Due to Grupo DINA 807 4,373
Accounts payable 7,430 (2,033)
Accrued income taxes (6,835) 2,524
Other current liabilities 1,131 (910)
Other assets and liabilities, net 1,243 (5,327)
-------- --------
Net cash provided (used) operating activities 23,136 (6,264)
-------- --------
CASH FLOWS PROVIDED (USED) BY INVESTING
ACTIVITIES:
Capital expenditures (7,238) (9,513)
Investment in assets held for lease (27,863) (24,626)
Investments in, or purchases of, businesses
or marketable securities (14,570)
Proceeds from sale of property and notes
receivable 17,447 6,907
Proceeds from sale of business 1,289
Investment in notes receivable (24,379) (20,659)
Collections of notes receivable 5,854 16,895
Proceeds from discontinued operations, net 5,497 21,721
-------- --------
Net cash (used) by investing activities (29,393) (23,845)
-------- --------
CASH FLOWS PROVIDED (USED) BY FINANCING
ACTIVITIES:
Net change in bank overdrafts 2,174 (3,134)
Payments of long-term borrowings (74)
Termination of interest rate swap position 2,805 4,950
Net change in bank credit facilities (24,000) 24,000
--------- -------
Net cash provided (used) by financing activities (19,095) 25,816
-------- -------
Net decrease in cash and cash equivalents (25,352) (4,293)
Cash and cash equivalents, beginning period 30,607 6,941
-------- --------
Cash and cash equivalents, end of period $ 5,255 $ 2,648
======== ========
See Notes to consolidated financial statements
MCII HOLDINGS (USA), INC.
(A WHOLLY OWNED SUBSIDIARY OF CONSORCIO G GRUPO DINA, S.A. DE C.V.)
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
(A) BASIS OF PREPARATION
Accounting policies utilized in the preparation of the financial information
herein presented are the same as set forth in the annual financial statements
of MCII Holdings (USA), Inc. (the "Company") except as modified for interim
accounting policies which are within the guidelines set forth in Accounting
Principles Board Opinion No. 28. The interim financial information is
unaudited. In the opinion of management, all adjustments, consisting only of
normal recurring adjustments, necessary to present fairly the financial
position as of September 30, 1996, and the results of operations for the
nine months ended September 30, 1996 and 1995, have been included. Interim
results of operations are not necessarily indicative of the results of
operations for the full year.
(B) INVENTORIES
Inventories consisted of the following:
September 30, December 31,
1996 1995
------------- ------------
(000's omitted)
Raw material $ 18,390 $ 26,219
Work in process 33,779 36,371
Finished goods 117,011 98,979
--------- ----------
169,180 161,569
Excess quantity and obsolescence reserve (12,374) (14,851)
----------- -----------
$ 156,806 $ 146,718
========== =========
<TABLE>
<CAPTION>
(C) SUPPLEMENTARY INFORMATION: REVENUES AND
OPERATING INCOME OF PRINCIPAL BUSINESS SEGMENTS
Three Months Nine Months
Ended September 30, Ended September 30,
------------------------- ----------------------
1996 1995 1996 1995
(000's omitted)
Revenues:
<S> <C> <C> <C> <C>
Coach manufacturing and support $ 86,323 $ 61,224 $ 326,723 $ 261,936
Replacement parts 40,729 35,357 120,173 104,687
---------- ---------- ---------- ----------
$ 127,052 $ 96,581 $ 446,896 $ 366,623
========= ========== ========= =========
Operating income (loss):
Coach manufacturing and support $ 3,252 $ (2,401) $ 23,180 $ 18,917
Replacement parts 4,332 3,846 13,167 10,900
----------- ----------- ---------- ----------
$ 7,584 $ 1,445 $ 36,347 $ 29,817
=========== =========== ========== ==========
</TABLE>
(D) RELATED PARTY TRANSACTIONS
Transactions between the Company and Consorcio G Grupo Dina, S.A. de C.V. and
subsidiaries ("Dina") were as follows:
<TABLE>
<CAPTION>
Three Months Nine Months
Ended September 30, Ended September 30,
------------------------ ----------------------
1996 1995 1996 1995
(000's omitted)
Purchases from Dina:
<S> <C> <C> <C> <C>
Coaches for resale $ 16,434 $ 14,387 $ 43,259 $ 20,222
Production materials and tooling 1,147 96 2,220 2
----------- ------------ ----------- ----------
$ 17,581 $ 14,483 $ 45,479 $ 20,224
========== ========== ========= ==========
Coaches purchased from Dina for resale 74 69 202 95
Sales to Dina:
Production materials
and after-market parts $ 192 $ 292 $ 974 $ 442
============ =========== =========== ==========
</TABLE>
(E) GUARANTEE OF PARENT COMPANY DEBT AND PLEDGE OF ASSETS
On June 3, 1996, the Company became contingently liable for payments of
principal and interest on Senior Secured Discount Notes of Dina due 2002
with an aggregate principal amount of $206,499,680 ("Discount Notes"). It
is intended that all payments with respect to the Discount Notes be paid by
Dina, and that payments be made by the Company only in the event of a
failure to pay by Dina.
The Company's obligation under the Discount Notes is secured by a pledge of
the common stock of its wholly owned subsidiary, Motor Coach Industries
International, Inc. The indenture governing the Discount Notes provides for
certain restrictive covenants with which the Company is currently in
compliance.
The Discount Notes bear interest at an annual rate of 12% through maturity,
on a zero coupon basis through November 15, 1998 and, thereafter, payable
in cash. If, however, the Discount Notes do not achieve minimum debt
ratings by November 15, 1999, the interest rate increases to 15% from such
date through maturity. As of September 30, 1996, the fair value of the
Discount Notes was approximated by their carrying value of $157.8 million.
(F) DISCONTINUED OPERATIONS
Charges of $8,130,000 ($5,000,000 after tax) were recorded in the second
quarter to reflect the write off of accounts receivable, increased warranty
costs and other charges related to the Company's discontinued transit
manufacturing segment.
(G) SUBSEQUENT EVENTS
In October 1996, the Company refinanced its bank credit facility. The new
credit facility provides up to $125,000,000 for borrowing purposes, of
which up to $35,000,000 is available for issuance of standby letters of
credit, and contains other terms which are substantially similar to the
refinanced facility. Borrowings are available under the new facility on a
revolving basis through September 30, 1999. As a result of this
refinancing, it is anticipated that the Company's fourth quarter results
will reflect an $850,000 after-tax extraordinary expense for the write off
of debt issuance costs.
In October 1996, the Company purchased certain assets of The Flxible
Corporation ("Flxible") that were being sold through bankruptcy proceedings.
Flxible is a manufacturer of transit buses and distributor of related
replacement parts. The assets were purchased for $12.2 million and will be
utilized for the purpose of becoming the OEM parts distributor for the
installed fleet of Flxible transit buses.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
COMPARISON OF THIRD QUARTER 1996 TO THIRD QUARTER 1995
General. Revenues for the quarter ended September 30, 1996 were
$127.1 million, an increase of 31.6% from $96.6 million in 1995. The
increase was due to increases in both the coach manufacturing and support
segment and the replacement parts segment. The overall gross margin,
defined as sales less cost of sales (exclusive of depreciation and
amortization), as a percentage of sales increased to 21.5% compared to 20.7%
for the third quarter of 1995.
Operating income was $7.6 million in the third quarter of 1996
compared to $1.4 million in 1995. The increase was primarily attributable
to increased revenues and the higher gross margin percentage, partially
offset by increased research and development expenses and depreciation and
amortization expenses.
Net income was $2.6 million, compared to a loss of $1.8 million
for the third quarter of 1995.
Coach Manufacturing and Support. Coach manufacturing and support
sales (excluding finance income) for the third quarter of 1996 increased
41.0% to $83.9 million, reflecting sales of 249 new units (175 MCIs and 74
Viaggios), compared to $59.5 million for the same period of 1995 which was
driven by sales of 197 new units (151 MCIs and 46 Viaggios). In addition to
the units sold, 9 units in 1996 and 41 units in 1995 were delivered to
customers under operating leases with the Company and, as such, were not
reflected in sales. Taking into account these units, new coach deliveries
increased 8.4% from 238 in 1995 to 258 units in 1996.
In the third quarter of 1996, the gross margin percentage
increased to 21.2% compared to 19.3% in the third quarter of 1995
reflecting changes in the product mix. Product mix changes included an
increase in 1996 unit sales of higher-margin 45 foot coaches partially
offset by an increase in lower-margin Viaggio unit sales.
Order backlog as of September 30, 1996 was 563 units, which included
86 units for Greyhound Lines Inc. ("GLI") compared to 450 units at September 30,
1995, which included 160 units for GLI. The order backlog for customers other
than GLI of 477 units represented an increase of 64.5% compared to the 290
unit non-GLI backlog a year ago.
Replacement Parts. Replacement parts revenues were $40.7 million
in the third quarter of 1996 compared to $35.4 million in 1995. The 15.0%
increase was primarily attributable to sales in the new diesel engine and
school bus product lines, increased sales of remanufactured parts and sales
promotion programs.
Gross margin percentage decreased to 22.1% in 1996 from 22.9% in
1995. The lower gross margins were primarily due to product mix, including
remanufactured parts which have a lower margin, and discounts granted
through the sales promotion programs.
Depreciation and Amortization. Depreciation and amortization
expenses increased to $4.7 million in the third quarter of 1996 compared to
$3.8 million recorded in 1995. The increase was attributable to an increase
in coaches held for lease and property, plant and equipment additions.
Research and Development. Research and development expenses
increased to $1.8 million, a $753, 000 increase over the $1.1 million
recorded in 1995. The increased expenditures related to the new tour and
charter coach model to be introduced in 1997.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses remained relatively constant at $14.0 million in
the third quarter of 1996 compared to $14.3 million in 1995. However, SG&A
expenses decreased as a percentage of sales to 11.2% from 15.1% in 1995.
Interest Expense. In the third quarter of 1996, interest expense
decreased slightly to $2.9 million from $3.3 million in 1995. The decrease
reflects a lower average debt balance during the quarter.
Income Taxes. The Company's effective income tax rates in the
third quarter of 1996 and 1995, excluding non-deductible goodwill
amortization, were 39.9% and 4.4% respectively. The third quarter rate of
4.4% reflects the small taxable loss incurred and the impact that minor
non-deductible meals and entertainment expenses had on such rate.
COMPARISON OF NINE MONTHS ENDED SEPTEMBER 30, 1996 TO NINE MONTHS
ENDED SEPTEMBER 30, 1995
General. Revenues for the nine month period ended September 30,
1996 were $446.9 million, an increase of 21.9% from $366.6 million for
1995. The increase was due to increased revenues in both the coach
manufacturing and support segment and the replacement parts segment. The
overall gross margin, defined as sales less cost of sales (exclusive of
depreciation and amortization), as a percentage of sales was 21.3% compared to
22.9%.
Operating income was $36.3 million in the first nine months of
1996 compared to $29.8 million in 1995. The increase was primarily
attributable to increased revenues partially offset by the lower gross
margin percentage, increased research and development expenses and
depreciation and amortization expenses.
Income from continuing operations was $15.1 million, compared to
$10.6 million for the first nine months of 1995. Net income for the first
nine months of 1996 was $10.1 million and included an after-tax loss of
$5.0 million from discontinued operations which resulted from an adjustment
to the estimated loss on the disposal of the transit manufacturing segment.
Coach Manufacturing and Support. Coach manufacturing and support
sales (excluding finance income) for the first nine months of 1996
increased 24.5% to $320.6 million, reflecting sales of 957 new units (784
MCIs and 173 Viaggios), compared to $257.5 million for the same period of
1995 which was driven by sales of 777 new units (708 MCIs and 69 Viaggios).
In addition to the units sold, 85 units in 1996 and 102 units in 1995 were
delivered to customers who entered into operating leases with the Company
and, as such, were not reflected in sales. Taking into account these units,
new coach deliveries increased 18.5% from 879 units to 1,042 units. The
increase in unit deliveries reflects both continuing customer acceptance of
the Viaggio which was introduced to the US market in March 1995 and
increased deliveries to GLI, which took delivery of 161 units during the
first nine months of 1996 compared to 102 units during the comparable
period for 1995.
In the first nine months of 1996, the gross margin percentage
decreased to 21.1% compared to 22.9% for the first nine months of 1995. The
margin decline is primarily due to an increase in Viaggios sold, which
sales produced an 8.4% margin in 1996 for the Company, lower-margins
realized on the resale of used units and sales of 75 more lower-margin
MC-12 units in 1996 compared to 1995.
Replacement Parts. Replacement parts revenues were $120.2 million
in the first nine months of 1996 compared to $104.7 million in 1995. The
14.8% increase was primarily attributable to sales in the new diesel engine
and school bus product lines, increased sales of remanufactured parts and
sales promotion programs ran in 1996.
Gross margin percentage decreased to 21.9% in 1996 from 23.2% in
1995. The lower gross margins were primarily due to product mix, including
remanufactured parts which have a lower margin, and promotional pricing.
Depreciation and Amortization. Depreciation and amortization
expenses increased $2.5 million to $13.3 million in the first nine months
of 1996 compared to 1995. The increase was attributable to an increase in
coaches held for lease and property, plant and equipment additions.
Research and Development. Research and development expenses
increased to $5.2 million, a $2.7 million increase over the $2.5 million
recorded in 1995 reflecting increased expenditures for the new tour and
charter coach model to be introduced in 1997.
Selling, General and Administrative Expenses. Selling, general and
administrative expenses remained relatively constant at $42.4 million in
the first nine months of 1996 compared to $42.6 million in 1995. As a
percentage of sales, SG&A expenses decreased to 9.6% from 11.8% in 1995.
Interest Expense. Interest expense was unchanged at $9.7 million
in the first nine months of both 1996 and 1995.
Income Taxes. The Company's effective income tax rates in the
first nine months of 1996 and 1995, excluding non-deductible goodwill
amortization, were 40.5% and 41.8% respectively. The decrease in rates
reflects a decrease in state tax rates.
LIQUIDITY AND CAPITAL RESOURCES
The Company has historically relied primarily on internally
generated funds and funds available through credit facilities. Working
capital requirements can vary greatly from period to period, depending on
the volume of production, the timing of coach deliveries and, to a lesser
extent, replacement parts, the payment terms offered to customers and the
level of the Company's financing activities. However, the Company believes
that cash flows from operations and the availability of additional
borrowings under credit facilities will be sufficient to satisfy its
working capital and capital expenditure requirements for the foreseeable
future.
Cash flows provided by operating activities were $23.1 million for
the nine months ending September 30, 1996. Operating cash flows were
significantly impacted by the cash used by operating assets and liabilities
of $6.0 million primarily as a result of changes in inventory, accounts
payable and accrued income taxes. Inventory increased $10.9 million as a
result of an increase in Viaggio models held at quarter end and product
line expansion in the parts segment's diesel engine and school bus product
lines. Accounts payable increased primarily due to the increase in
inventories. The decrease in accrued income taxes reflects payments made in
1996 for fourth quarter 1995 taxes relating to foreign dividend withholding
and gain on sale of securities.
Cash flows used in investing activities of $29.4 million reflects
capital expenditures of $7.2 million and funds invested in assets held for
lease of $27.9 million. Investments in assets held for lease reflects a net
increase of 126 leased coaches (including 84 coaches to GLI) since year
end.
Cash flows used by financing activities were $19.1 million for the
nine months ended September 30, 1996 which included $24.0 million in net
payments against the bank credit facility.
In October 1996, the Company funded a $20.0 million dividend to
Dina through the bank credit facility and the Company anticipates
paying an additional $10.0 million in dividends to Dina before year end.
Also, it is expected that the October 1996 purchase of assets of The
Flxible Corporation for $12.2 million will be funded before year end
through cash generated internally or obtained through the Company's credit
facility.
FORWARD-LOOKING STATEMENTS
Any statements contained in this Form 10-Q which are not
historical facts are forward-looking statements that involve risks and
uncertainties. The Company wishes to caution the reader that
forward-looking statements are only predictions; actual events or results
may differ materially as a result of risks that currently exist or may
arise in the future. These risks include, but are not limited to: the
impact of competitive products and pricing pressures; the costs of raw
materials; future product demand and market acceptance risks; the effect of
economic conditions in the U.S. and abroad; product development and
technological difficulties; shifts in industry distribution channels;
governmental regulation; and other risks referenced in this and other
Securities and Exchange Commission filings of the Company.
PART II - OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
Number Description
------ -----------
27 Financial Data Schedule.
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the registrant during the quarter for
which this report is filed.
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.
MCII HOLDINGS (USA), INC.
Date: November 12, 1996 /s/ Jose Luis Olvera Caballero
------------------------------
Jose Luis Olvera Caballero
Vice President, Chief Financial Officer
(Principal Financial and Duly Authorized
Officer)
WARNING: THE EDGAR SYSTEM ENCOUNTERED ERROR(S) WHILE PROCESSING THIS SCHEDULE.
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-START> JAN-01-1996
<PERIOD-END> SEP-30-1996
<EXCHANGE RATE> 1
<CASH> 5,255
<SECURITIES> 0
<RECEIVABLES> 34,762
<ALLOWANCES> 1,875
<INVENTORY> 156,806
<CURRENT-ASSETS> 214,279
<PP&E> 118,686
<DEPRECIATION> 16,407
<TOTAL-ASSETS> 606,947
<CURRENT-LIABILITIES> 77,171
<BONDS> 193,594
<COMMON> 0
0
0
<OTHER-SE> 317,465
<TOTAL-LIABILITY-AND-EQUITY> 606,947
<SALES> 440,768
<TOTAL-REVENUES> 446,896
<CGS> 346,910
<TOTAL-COSTS> 360,191
<OTHER-EXPENSES> 59,067
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 9,696
<INCOME-PRETAX> 27,638
<INCOME-TAX> 12,527
<INCOME-CONTINUING> 15,111
<DISCONTINUED> 5,000
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 10,111
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
