<PAGE>
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
(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 25, 1999
( ) 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: 333-33085
ROLLER BEARING COMPANY OF AMERICA, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 13-3426227
(State or other jurisdiction of (IRS Employer Identification Number)
incorporation)
60 ROUND HILL ROAD, FAIRFIELD, CT 06430
(Address of principal executive offices) (Zip Code)
Registrant's Telephone Number: 203-255-1511
Indicate by check mark 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
preceding twelve (12) months (or for 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 X No ____________
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class Outstanding at November 4, 1999
Common stock, $.01 par value 100
<PAGE>
ROLLER BEARING COMPANY OF AMERICA, INC.
INDEX
<TABLE>
<CAPTION>
AGE
<S> <C> <C>
Part I Financial Information
Item 1. Consolidated Balance Sheets -
At September 25, 1999 (unaudited) and April 3, 1999 3
Consolidated Statements of Operations - Three months
and six months ended September 25, 1999 (unaudited)
and September 26, 1998
(unaudited) 4
Consolidated Statements of Cash
Flows - Six months ended September 25, 1999
and September 26, 1998 (unaudited) 5
Notes to Consolidated Financial Statements 6 - 8
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 9-11
Part II Other Information 12
Signatures 13
Exhibit 27 14
</TABLE>
2
<PAGE>
PART I
ITEM 1. FINANCIAL INFORMATION
ROLLER BEARING COMPANY OF AMERICA, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(DOLLARS IN THOUSANDS)
<TABLE>
<CAPTION>
SEPTEMBER 25, APRIL 3,
1999 1999
------------ -----------
(Unaudited)
<S> <C> <C>
ASSETS
Current assets:
Cash $ 3,797 $ 291
Accounts receivable, net 22,655 26,693
Inventories 55,837 44,939
Prepaid expenses and other current assets 2,895 2,098
------------ -----------
Total current assets 85,184 74,021
------------ -----------
Property, plant and equipment, net of accumulated depreciation of
$36,592 at September 25, 1999 and $33,718 at April 3, 1999 54,643 49,309
Restricted marketable securities 4,811 5,118
Goodwill, net of accumulated amortization of $4,622 at September 25, 1999
and $4,221 at April 3, 1999 27,152 27,553
Deferred financing costs, net of accumulated amortization of $2,230 at
September 25, 1999 and $1,735 at April 3, 1999 6,050 6,344
Other assets 2,502 2,474
------------ -----------
Total assets $ 180,342 $ 164,819
============ ===========
LIABILITIES AND STOCKHOLDER'S EQUITY
Current liabilities:
Accounts payable $ 10,777 $ 11,214
Accrued expenses and other current liabilities 17,251 13,655
Current portion of long-term debt 13,500 10,500
Obligations under capital leases, current portion 914 1,208
------------ -----------
Total current liabilities 42,442 36,577
Long term debt 138,500 134,575
Capital lease obligations, less current portion 1,705 1,635
Other noncurrent liabilities 4,765 3,059
------------ -----------
Total liabilities 187,412 175,846
------------ -----------
Stockholder's (deficit) equity:
Common stock - $.01 par value; 1,000 shares
authorized; issued and outstanding shares:
100 shares at September 25, 1999 and at April 3, 1999 - -
Additional paid-in capital (759) (759)
Stock Warrants 6,600 6,600
Retained earnings (deficit) (12,911) (16,868)
------------ -----------
Total stockholder's (deficit) (7,070) (11,027)
Total liabilities and stockholder's (deficit) $ 180,342 $ 164,819
============ ===========
</TABLE>
See Notes to Consolidated Financial Statements
3
<PAGE>
Roller Bearing Company of America, Inc.
Consolidated Statements of Operations (Unaudited)
(dollars in thousands)
<TABLE>
<CAPTION>
THREE MONTHS ENDED SIX MONTHS ENDED
------------------------------- --------------------------------
SEPTEMBER 25, SEPTEMBER 26, SEPTEMBER 25, SEPTEMBER 26,
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales $ 41,228 $ 36,001 $ 84,199 $ 73,481
Cost of sales 27,727 25,261 58,953 51,940
------------------------------- --------------------------------
Gross margin 13,501 10,740 25,246 21,541
Operating expenses:
Selling, general and administrative 5,855 5,663 11,685 10,913
Other expense, net of other income 155 165 323 337
------------------------------- --------------------------------
6,010 5,828 12,008 11,250
Operating income 7,491 4,912 13,238 10,291
Interest expense, net 3,755 3,748 7,143 7,191
------------------------------- --------------------------------
Income before taxes 3,736 1,164 6,095 3,100
Income tax expense 1,599 478 2,499 1,271
------------------------------- --------------------------------
Net income $ 2,137 $ 686 $ 3,596 $ 1,829
=============================== ================================
</TABLE>
See Notes to Consolidated Financial Statements
4
<PAGE>
Roller Bearing Company of America, Inc.
Consolidated Statements of Cash Flows (Unaudited)
(Dollars in Thousands)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
SEPTEMBER 25, SEPTEMBER 26,
1999 1998
--------------- -------------
<S> <C> <C>
Net income $ 3,596 $ 1,829
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation 4,099 4,100
Deferred income taxes - (428)
Amortization of goodwill 401 401
Amortization of deferred financing costs 495 489
Changes in working capital, net of acquisition:
(Increase) decrease in accounts receivable 4,038 3,813
(Increase) decrease in inventories (4,584) (3,995)
(Increase) decrease in prepaid expenses & other current assets (794) (332)
(Increase) decrease in other non current assets (228) (170)
Increase (decrease) in accounts payable (1,328) (1,229)
Increase (decrease) in accrued expenses & other current liabilities 1,774 (417)
Increase (decrease) in other non-current liabilities 1,707 (159)
--------------- -------------
Net cash provided by operating activities 9,176 3,902
Acquisition of subsidiaries (10,200) (11,088)
Purchase of property, plant & equipment, net (2,102) (6,080)
Sale of restricted marketable securities (4,800) (3,000)
Purchase of restricted marketable securities 5,107 993
--------------- -------------
Net cash used in investing activities (11,995) (19,175)
Net increase in revolving credit facility 2,500 5,500
Issuance of Industrial Revenue Bonds 4,800 3,000
Payments of bank term loan (375) (500)
Principal payments on capital lease obligations (600) (651)
--------------- -------------
Net cash provided by financing activities 6,325 7,349
Net increase (decrease) in cash 3,506 (7,924)
291 10,625
--------------- -------------
$ 3,797 $ 2,701
=============== =============
Cash paid during the period for:
Interest $ 6,954 $ 6,543
=============== =============
Income taxes $ 252 $ 1,098
=============== =============
</TABLE>
See Notes to Consolidated Financial Statements
5
<PAGE>
ROLLER BEARING COMPANY OF AMERICA, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(DOLLARS IN THOUSANDS)
The consolidated financial statements included herein have been prepared by
Roller Bearing Company of America, Inc. (the "Company"), without audit, pursuant
to the rules and regulations of the Securities and Exchange Commission. The
fiscal year end balance sheet data was derived from the Company's audited
financial statements, but does not include all disclosures required by generally
accepted accounting principles. The interim financial statements furnished with
this report have been prepared on a consistent basis with the Company's audited
financial statements and notes thereto included in the Company's Annual Report
on Form 10-K for the fiscal year ended April 3, 1999 (the "Form 10-K"). These
statements reflect all adjustments, consisting only of items of a normal
recurring nature, which are, in the opinion of management, necessary for the
fair statement of the consolidated financial condition and consolidated results
of operations for the interim periods presented. These financial statements
should be read in conjunction with the Company's audited financial statements
and notes thereto included in the Form 10-K.
The results of operations for the three month and six month periods ended
September 25, 1999 are not necessarily indicative of the operating results for
the full year.
The consolidated financial statements include the accounts of the Company and
its wholly owned subsidiaries, Industrial Tectonics Bearings Corporation
("ITB"), RBC Linear Precision Products ("LPP"), RBC Nice Bearings, Inc.
("Nice"), Bremen Bearings, Inc. ("Bremen"), Miller Bearings, Inc. ("Miller"),
Tyson Bearings, Inc. ("Tyson") and Roller Bearing Company FSC, Inc. ("FSC"). All
material intercompany balances and transactions have been eliminated.
All references to "Holdings" refer to Roller Bearing Holding Company, Inc., a
Delaware corporation, and the parent and sole stockholder of the Company.
1. ACQUISITION OF WHOLLY OWNED SUBSIDIARIES
On June 11, 1999, Tyson, a wholly-owned subsidiary of the Company, completed the
acquisition of certain selected assets of SKF USA, Inc.'s taper roller bearing
operations whose principal operations are located in Glasgow, Kentucky. The
aggregate purchase price for the acquisition, which was effective as of April 1,
1999, was $10,200 plus the assumption of certain selected liabilities. The
acquisition was accounted for under the purchase method of accounting.
On June 3, 1998, Miller completed the acquisition of the assets of Miller
Bearing Company, Inc. ("MBC"), a manufacturer of pins, rollers and screw machine
products with facilities in Bremen, Indiana. The aggregate purchase price for
the acquisition, which was effective as of March 1, 1998, was approximately
$11,088. The acquisition was accounted for under the purchase method of
accounting, resulting in approximately $2,138 allocable to tangible assets and
$8,949 of excess of purchase price over net assets acquired allocable to
goodwill.
The results of operations of Miller and Tyson subsequent to the respective
effective dates of acquisition are included in the results of operations of the
Company. Therefore, the results of the Company for the six months ended
September 25, 1999 include Miller and Tyson results for the entire three month,
and six month periods, respectively.
6
<PAGE>
2. DEBT
On June 23, 1997, pursuant to a Redemption and Warrant Purchase Agreement dated
May 20, 1997, Holdings effected a recapitalization of its outstanding capital
stock (including the financing and other transactions consummated by Holdings,
the Company and its subsidiaries in connection therewith, the
"Recapitalization"). In connection with the financing of the Recapitalization,
the Company issued $110,000 aggregate principal amount of 9 5/8% Senior
Subordinated Notes due 2007 (the "Notes"). The Notes pay interest semiannually
and mature on June 15, 2007, but may be redeemed at the Company's option
beginning on June 15, 2002, or earlier under certain conditions specified in the
indenture pursuant to which the Notes were issued (the "Indenture"). The Notes
are unsecured and subordinated to all existing and future Senior Indebtedness
(as defined in the Indenture) of the Company. The Notes are fully and
unconditionally and irrevocably guaranteed, jointly and severally, on a senior
subordinated basis by each of the wholly owned subsidiaries of the Company.
The separate financial statements of the subsidiary guarantors have not been
presented because management has determined that they would not be material to
investors. However, the summarized combined financial information of the
subsidiary guarantors are as follows:
<TABLE>
<CAPTION>
AS OF
--------------------------------------
SEPTEMBER 25, APRIL 3,
Balance Sheet Data: 1999 1999
--------------------------------------
<S> <C> <C>
Current assets $ 33,230 $ 27,475
Noncurrent assets 40,235 34,825
-------- --------
Total assets $ 73,465 $ 62,300
======== ========
Current liabilities $ 48,450 $ 42,129
Noncurrent liabilities 4,301 4,207
-------- --------
Total liabilities $ 52,751 $ 46,336
-------- --------
Stockholder's equity $ 20,714 $ 15,964
======== ========
</TABLE>
<TABLE>
<CAPTION>
SIX MONTHS ENDED
--------------------------------------
SEPTEMBER 25, SEPTEMBER 26,
Operating Results: 1999 1999
--------------------------------------
<S> <C> <C>
Net sales $ 45,323 $ 32,921
Gross margin $ 10,071 $ 7,602
Net income $ 4,171 $ 2,738
</TABLE>
Total current liabilities include intercompany liabilities of $28,481 and
$26,717 as of September 25, 1999 and April 3, 1999, respectively. Net income
includes a provision for income taxes of $2,899 and $1,902 in fiscal years 1999
and 1998, respectively.
In addition, in connection with the Recapitalization, the Company entered into
bank credit facilities (the "Senior Credit Facilities") with a group of lenders
providing for $16,000 of term loans (the "Term Loans") and up to $54,000 of
revolving credit loans and letters of credit (the "Revolving Credit Facility").
Approximately $18,600 of the Revolving Credit Facility is being utilized to
provide letters of credit to secure the Company's obligations relating to
certain Industrial Development Revenue Bonds. As of September 25, 1999, the
Company had the ability to borrow up to an additional $25,400 under the
Revolving Credit Facility.
7
<PAGE>
The balances payable under all borrowing facilities are as follows:
<TABLE>
<CAPTION>
SEPTEMBER 25, APRIL 3,
1999 1999
---------------------- -----------------
<S> <C> <C>
SENIOR SUBORDINATED NOTES PAYABLE $110,000 $110,000
CREDIT FACILITY
Term Loan, payable in quarterly installments of $250, commencing December 30,
1997, increasing annually thereafter to $1,375 from December 20, 2001 with final
payment due June 30, 2002; bears interest at variable rates, payable monthly and
quarterly for prime and LIBOR-based elections,
respectively 13,500 13,875
Revolving Credit Facility borrowings outstanding 10,000 7,500
INDUSTRIAL DEVELOPMENT REVENUE BONDS
Series 1994 A due in annual installments of $180 beginning December 1, 2006,
graduating to $815 on December 1, 2014 with final payment due on December 1,
2017; bears interest at a variable rate, payable monthly
through December 2017 7,700 7,700
Series 1994 B; bears interest at a variable rate, payable monthly
through December 2017 3,000 3,000
Series 1998 tax-exempt industrial development bonds; bearing interest
at variable rates, payable monthly through December 2021 3,000 3,000
Series 1999 tax-exempt industrial development bonds; bearing
interest at variable rates, payable monthly through April, 2024 4,800 --
-------- --------
Total debt 152,000 145,075
Less: current portion 13,500 10,500
-------- --------
Long term debt $138,500 $134,575
======== ========
</TABLE>
The debt agreements require that the Company meet certain financial covenants,
principally limiting the incurrence of additional indebtedness, the payment of
dividends, and certain other transactions.
3. RECENTLY ISSUED PRONOUNCEMENTS
In June 1998, the Financial Accounting Standards Board issued Statement No. 133,
Accounting for Derivative Instruments and Hedging Activities, which is required
to be adopted in years beginning after June 15, 2000. Because of the Company's
minimal exposure to derivatives, management does not anticipate that the
adoption of the new statement will have a significant effect on earnings or the
financial position of the Company.
8
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Except for the historical information and current statements contained in this
Quarterly Report on Form 10-Q, certain matters discussed herein, including,
without limitation, "Management's Discussion and Analysis of Financial Condition
and Results of Operations" are forward looking statements that involve risks and
uncertainties, including, without limitation, the effect of economic and market
conditions and competition, the cyclical nature of the Company's target markets,
particularly, the aerospace industry, the cost of raw materials and the
Company's ability to pass cost increases to its customers, the reliance of the
Company on certain customers, the ability of the Company to expand into new
markets and the ability of the Company to integrate acquisitions and other
factors discussed from time to time in the reports filed by the Company with the
Securities and Exchange Commission, which could cause actual results to differ
materially.
The following discussion addresses the financial condition of the Company as of
September 25, 1999 and the results of its operations for the three and six month
periods ended September 25, 1999, compared to the comparable periods last year.
The discussion should be read in conjunction with Management's Discussion and
Analysis of Financial Condition and Results of Operations for the fiscal year
ended April 3, 1999 included in the Form 10-K.
THREE MONTHS ENDED SEPTEMBER 25, 1999 COMPARED TO THREE MONTHS ENDED SEPTEMBER
26, 1998
Net sales for the three months ended September 25, 1999 were $41.2 million, an
increase of $5.2 million or 14.5% over the three months ended September 26,
1998. Net sales included sales totaling $8.3 million from Tyson, acquired
effective April, 1999. Net sales decreased $3.1 million or 8.5% without Tyson's
sales. The decrease in net sales is primarily attributed to cyclical factors in
the aerospace business, and softness in agriculture, oil and construction
businesses, a major customer falling behind on contractually committed orders
and the elimination of unprofitable product lines.
Gross margin increased by $2.8 million or 25.7% to $13.5 million for the three
months ended September 25, 1999, as compared to the comparable period last year.
Gross margin as a percentage of net sales increased 2.9%, from 29.8% for the
second quarter of fiscal 1998, to 32.7% in the second quarter of fiscal 1999.
The increase is primarily the result of strategic pricing increases, better
operational performance through Kaizen management techniques and machine tool
capital enhancements.
Selling, general and administrative ("SG&A") expenses increased by $0.2 million
or 3.4% to $5.9 million for the three month period ended September 25, 1999 as
compared to the comparable period last year. The increase was primarily due to
additional expenses related to Tyson. SG&A as a percentage of net sales
decreased from 15.7% for the second quarter of fiscal 1998 to 14.2% for the
second quarter of fiscal 1999. The decrease of 1.5% is primarily due to the
Company's increased sales volume as a result of the inclusion of Tyson's sales.
Operating income increased by $2.6 million or 52.6% to $7.5 million for the
three months ended September 25, 1999 as compared to $4.9 million for the
corresponding period in the prior year. The increase primarily resulted from
higher gross margin somewhat offset by higher operating expenses.
Income before taxes increased for the second quarter to $3.7 million from $1.2
million for the same period last year, as a result of higher operating income.
Net income for the current quarter reflects a tax provision of $1.6 million
compared to a tax provision of $0.5 million for the second quarter of fiscal
1998. Net income increased by $1.4 million to $2.1 million from $0.7 million for
the corresponding period last year.
9
<PAGE>
SIX MONTHS ENDED SEPTEMBER 25, 1999 COMPARED TO SIX MONTHS ENDED SEPTEMBER 26,
1998
Net sales for the six months ended September 25, 1999 were $84.2 million, an
increase of $10.7 million or 14.6% over the six months ended September 26, 1998.
Net sales included sales totaling $17.7 million from Tyson, acquired effective
April, 1999. Net sales decreased $7.0 million or 9.5% without Tyson's sales. The
decrease in net sales is primarily attributed to cyclical factors in the
aerospace business, and softness in agriculture, oil and construction
businesses, a major customer falling behind on contractually committed orders
and the elimination of unprofitable product lines.
Gross margin increased by $3.7 million or 17.2% to $25.2 million for the six
months ended September 25, 1999, as compared to the comparable period last year.
Gross margin as a percentage of net sales increased 0.7%, from 29.3% for the
first six months of fiscal 1998, to 30.0% in the first six months of fiscal
1999. Gross margin as a percentage of net sales increased 3.9% to 33.2% in the
first six months of this year without Tyson. These increases are primarily the
result of strategic pricing increases, better operational performance through
Kaizen management techniques and machine tool capital enhancements.
Selling, general and administrative ("SG&A") expenses increased by $0.8 million
or 7.1% to $11.7 million for the six month period ended September 25, 1999 as
compared to the comparable period last year. The increase was primarily due to
additional expenses related to Tyson. SG&A as a percentage of net sales
decreased from 14.9% for the first six months of fiscal 1998 to 13.9% for the
first six months of fiscal 1999. The decrease of 1.0% is primarily due to the
Company's increased sales volume as a result of the inclusion of Tyson's sales.
Operating income increased by $2.9 million or 28.2% to $13.2 million for the six
months ended September 25, 1999 as compared to $10.3 million for the
corresponding period in the prior year. The increase primarily resulted from
higher gross margin somewhat offset by higher operating expenses.
Income before taxes increased for the six month period ended September 25, 1999
to $6.0 million from $3.1 million for the same period last year, as a result of
higher operating income.
Net income for the current six months reflects a tax provision of $2.5 million
compared to a tax provision of $1.3 million for the first six months of fiscal
1998. Net income increased by $1.8 million to $3.6 million from $1.8 million for
the corresponding period last year.
LIQUIDITY AND CAPITAL RESOURCES
Working capital at September 25, 1999 was $42.7 million compared to $37.4
million at April 3, 1999, an increase of $5.3 million. For the six months ended
September 25, 1999, the Company provided cash of $9.2 million from operating
activities compared to $3.9 million for the comparable period last year. The
increase of $5.3 million is primarily the result of an increase in non-cash
working capital of $2.8 million, an increase in net income of $1.8 million, and
all other of $0.7 million.
Cash used for investing activities for the six months ended September 25, 1999
was $12.0 million which included $10.2 million for the acquisition of Tyson,
with $2.1 million relating to capital expenditures. Proceeds of $4.8 million
from the issuance of industrial revenue bonds was placed in a trust account, and
$5.1 million was remitted to the Company in connection with qualifying equipment
purchases.
10
<PAGE>
The Company had net cash inflows from financing activities of $6.3 million
partially resulting from a draw down on its revolving credit facility of $2.5
million. Additionally, in April 1999, the Company issued $4.8 million in secured
industrial revenue bonds which are due in 2024, and which were used for
construction and purchase of building improvements, fixtures, machinery and
equipment in connection with a manufacturing facility of the Company. During the
six month period ended September 25, 1999, the Company used $0.6 million of
funds for capital lease obligations.
Principal and interest payments under the Senior Credit Facilities, interest
payments on the Notes, and the funding of acquisitions represent significant
liquidity requirements for the Company. With respect to the Term Loans, the
Company is required to make scheduled principal payments which commenced in
December 1997. The Term Loans bear interest at a floating rate based upon the
interest rate option elected by the Company. As a result of the indebtedness
incurred in connection with the Recapitalization, the Company's
post-Recapitalization interest expense will be higher and will have a greater
proportionate impact on net income in comparison to pre-Recapitalization
periods.
The Company believes that cash flows from operations and amounts available under
the Revolving Credit Facility will provide adequate funds for ongoing
operations, planned capital expenditures (including acquisitions) and debt
service payments for at least the next twelve months. The Company's ability to
borrow is limited by the terms of the Senior Credit Facilities and the Indenture
under which the Notes were issued.
YEAR 2000
The Company has made a comprehensive assessment of its computer operations,
including trading partner compliance and embedded chips, to identify systems
that could be affected by the change in the millennium. The Company has
developed a detailed Year 2000 compliance plan, which was substantially
completed by September 1999, utilizing both internal and external resources to
ensure Year 2000 compliance. The Company expects its Year 2000 conversion to be
fully completed by the end of November 1999, but has also formulated contingency
plans, which, in the event the Company's plans are delayed, may be implemented
to minimize the risks of interruptions of the Company's business.
Costs related to this conversion to date are approximately $0.2 million, and are
not expected to exceed $0.3 million in total. However, there can be no assurance
that the systems of other companies on which the Company's system relies will
also be converted on a timely basis. A failure to convert by another company
could have an adverse effect on the Company's systems.
11
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
There are various claims and legal proceedings against the Company relating to
its operations in the normal course of business, none of which the Company
believes is material. The Company currently maintains insurance coverage for
product liability claims. There can be no assurance that indemnification from
its customers and coverage under insurance policies will be adequate to cover
any future product liability claims against the Company.
ITEMS 2, 3, 4, AND 5 ARE NOT APPLICABLE AND HAVE BEEN OMITTED.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
27 Financial Data Schedule - filed herewith
(b) Reports on Form 8-K
Current Report on Form 8-K, dated June 11, 1999 and filed on June 25, 1999
and amended on August 23 and 25, 1999
12
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on behalf by the undersigned
thereunto duly authorized.
ROLLER BEARING COMPANY OF AMERICA, INC.
November 4, 1999 BY: /s/ MICHAEL J. HARTNETT
----------------------------------------
Michael J. Hartnett
President & Chief Executive Officer
Principal Executive Officer
November 4, 1999 BY: /s/ ANTHONY S. CAVALIERI
----------------------------------------
Anthony S. Cavalieri
Vice President & Chief Financial Officer
Principal Financial and Accounting Officer
13
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> APR-1-2000
<PERIOD-START> APR-4-1999
<PERIOD-END> SEP-25-1999
<CASH> 3,797
<SECURITIES> 0
<RECEIVABLES> 22,824
<ALLOWANCES> 169
<INVENTORY> 55,837
<CURRENT-ASSETS> 85,184
<PP&E> 91,235
<DEPRECIATION> 36,592
<TOTAL-ASSETS> 180,342
<CURRENT-LIABILITIES> 42,468
<BONDS> 138,500
0
0
<COMMON> 0
<OTHER-SE> (7,096)
<TOTAL-LIABILITY-AND-EQUITY> 180,342
<SALES> 84,199
<TOTAL-REVENUES> 84,199
<CGS> 58,954
<TOTAL-COSTS> 70,684
<OTHER-EXPENSES> 168
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 7,143
<INCOME-PRETAX> 6,049
<INCOME-TAX> 2,480
<INCOME-CONTINUING> 3,569
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,569
<EPS-BASIC> 0.0
<EPS-DILUTED> 0.0
</TABLE>
