<PAGE>
FORM 10-Q/A
AMENDMENT NO. 1
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
---------------------------------
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the period ended June 30, 1998
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 Number 333-8234
--------
TRIDENT AUTOMOTIVE PLC
(Exact name of Registrant as specified in its charter)
ENGLAND NONE
(State or other jurisdiction of (IRS Employer Identification
Incorporation or organization) Number)
2791 RESEARCH DRIVE
ROCHESTER HILLS, MICHIGAN 48309
(address of principal executive officers) (Zip Code)
(248) 299-7500
(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, and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
----- -----
All of the outstanding capital stock of the Registrant is held by Dura
Automotive Systems (UK) Limited.
As of June 30, 1998, the Registrant had 50,000 Ordinary Shares of L1
each and 17,000,000 Ordinary Shares of $1 each outstanding.
<PAGE>
PART I
ITEM 1 OF PART I SET FORTH IN THE COMPANY'S REPORT ON FORM 10-Q FOR THE
PERIOD ENDED JUNE 30, 1998 PREVIOUSLY FILED ON AUGUST 19, 1998 IS HEREBY
AMENDED AND RESTATED IN ITS ENTIRETY TO READ AS FOLLOWS:
ITEM 1 - FINANCIAL INFORMATION
TRIDENT AUTOMOTIVE PLC AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(IN THOUSANDS, EXCEPT SHARE AMOUNTS - UNAUDITED)
<TABLE>
<CAPTION>
JUNE 30, MARCH 31,
1998 1998
-----------------------------
<S> <C> <C>
ASSETS
CURRENT ASSETS:
Cash and cash equivalents $ 4,832 $ 11,415
Accounts receivable, less allowance for doubtful
accounts of $1,778 and $1,745 58,897 48,875
Inventories 14,722 18,798
Other current assets 11,155 10,526
----------- -----------
Total current assets 89,606 89,614
----------- -----------
PROPERTY AND EQUIPMENT, NET 54,746 64,873
GOODWILL, NET 214,472 88,945
DEFERRED FINANCING COSTS AND OTHER, NET 17,380 15,398
----------- -----------
$ 376,204 $ 258,830
----------- -----------
----------- -----------
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES:
Current portion of long-term debt $ 1,500 $ 1,500
Accounts payable 36,306 37,018
Accrued expenses 29,709 28,570
----------- -----------
Total current liabilities 67,515 67,088
NONCURRENT LIABILITIES:
Long-term debt, less current portion 139,479 126,300
Accrued pension and other postretirement liabilities 14,349 12,891
Other noncurrent liabilities 56,977 11,536
----------- -----------
Total liabilities 278,320 217,815
----------- -----------
COMMITMENTS AND CONTINGENCIES
MINORITY INTEREST IN SUBSIDIARY COMPANY 880 1,170
----------- -----------
REDEEMABLE U.S. DOLLAR ORDINARY SHARES:
$1 par value; 0 and 296,000 shares issued and outstanding;
valued at redemption value -- 740
----------- -----------
SHAREHOLDERS' EQUITY:
Common stock -
Sterling ordinary shares; $1.70 par value; 50,000 shares
issued and outstanding 85 85
U.S. Dollar ordinary shares; $1.00 par value; 25,000,000 shares
authorized; 17,000,000 and 16,704,000 shares issued and outstanding 17,000 16,704
Additional paid-in-capital 78,157 23,556
Retained earnings 1,498 123
Cumulative translation adjustment 264 (1,363)
----------- -----------
Total shareholders' equity 97,004 39,105
----------- -----------
$ 376,204 $ 258,830
----------- -----------
----------- -----------
</TABLE>
The accompanying notes are an integral part of these
consolidated balance sheets.
-2-
<PAGE>
TRIDENT AUTOMOTIVE PLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(IN THOUSANDS - UNAUDITED)
<TABLE>
<CAPTION>
TRIDENT FKI
COMPANY PREDECESSOR PREDECESSOR
---------------------- ----------------------- ----------------------
Two months ended One month ended Three months ended
June 30, 1998 April 30, 1998 June 30, 1997
---------------------- ----------------------- ----------------------
<S> <C> <C> <C>
Revenues $ 49,971 $ 26,475 $ 80,762
Cost of sales 40,134 26,184 66,565
---------------------- ----------------------- ----------------------
Gross profit 9,837 291 14,197
Selling, general and administrative
expenses 4,073 4,009 8,001
Amortization expense 1,049 389 -
---------------------- ----------------------- ----------------------
Operating income (loss) 4,715 (4,107) 6,196
Interest expense (2,040) (976) (73)
Interest income 38 24 79
Unrealized exchange gain (loss) (88) 341 (40)
Other income 12 62 4
---------------------- ----------------------- ----------------------
Income (loss) before provision
(benefit) for income taxes and
minority interest 2,637 (4,656) 6,166
Provision (benefit) for income taxes 1,143 (1,656) 827
Minority interest in loss (earnings)
of subsidiary 4 69 (136)
---------------------- ----------------------- ----------------------
Net income $ 1,498 $ (2,931) $ 5,203
---------------------- ----------------------- ----------------------
---------------------- ----------------------- ----------------------
</TABLE>
The accompanying notes are an integral part of
these consolidated statements.
-3-
<PAGE>
TRIDENT AUTOMOTIVE PLC AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(IN THOUSANDS - UNAUDITED)
<TABLE>
<CAPTION>
TRIDENT FKI
COMPANY PREDECESSOR PREDECESSOR
-----------------------------------------------------------
Two months ended One month ended Three months ended
June 30, April 30, June 30,
1998 1998 1997
-----------------------------------------------------------
<S> <C> <C> <C>
OPERATING ACTIVITIES:
Net income (loss) $ 1,498 $ (2,931) $ 5,203
Adjustments to reconcile net income (loss) to net
cash provided by (used in) operating activities-
Depreciation and amortization 2,243 1,456 3,146
Unrealized exchange gain (loss) 88 (341) -
Minority interest (4) (69) 136
Changes in other operating items (13,432) 5,215 (13,533)
----------- ----------- -----------
Net cash provided by (used in) operating activities (9,607) 3,330 (5,048)
----------- ----------- -----------
INVESTING ACTIVITIES:
Capital expenditures, net (2,882) (2,454) (1,741)
----------- ----------- -----------
FINANCING ACTIVITIES:
Proceeds from borrowings on revolving credit facility 9,829 2,000 -
Repayment of debt (3,500) (1,300) -
Net borrowings from FKI plc - - 6,938
----------- ----------- -----------
Net cash provided by financing activities 6,329 700 6,938
----------- ----------- -----------
EFFECT OF EXCHANGE RATES ON CASH (1,449) (550) (149)
----------- ----------- -----------
NET CHANGE IN CASH AND CASH EQUIVALENTS (7,609) 1,026 -
CASH AND CASH EQUIVALENTS, beginning of period 12,441 11,415 -
----------- ----------- -----------
CASH AND CASH EQUIVALENTS, end of period $ 4,832 $ 12,441 $ -
----------- ----------- -----------
----------- ----------- -----------
</TABLE>
The accompanying notes are an integral part of
these consolidated statements.
-4-
<PAGE>
TRIDENT AUTOMOTIVE PLC AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1 - THE COMPANY:
On April 30, 1998, Trident Automotive plc (the "Company") was acquired by
Dura Automotive Systems (UK), Ltd. ("Dura Ltd."), a wholly owned subsidiary
of Dura Automotive Systems, Inc. ("Dura") (the "Dura Acquisiton"). Dura Ltd.
acquired all of the outstanding shares of the Company for an aggregate
purchase price of approximately $87.5 million and assumed the Company's
outstanding indebtedness of approximately $128 million.
Dura Ltd. is a wholly-owned subsidiary of Dura Automotive Systems, Inc., a
Delaware corporation, which is a leading designer and manufacturer of driver
control systems, engineered mechanical components and cable-related systems
for the global automotive industry.
The Company was formed on December 12, 1997, when it acquired substantially
all of the assets and the operations of the FKI Automotive Group from FKI
plc (the "FKI Acquisition"). The aggregate purchase price, including
transaction costs, was approximately $170 million. The FKI Acquisition was
financed with $42.5 million in equity contributions, $75 million in proceeds
from a private placement of the Company's 10% Senior Subordinated Notes due
2005 (the "Notes") and borrowings under a $105 million secured credit
facility.
In connection with the Dura Acquisition, the Company's credit facility was
replaced by a new Credit Agreement (see Note 3). The initial borrowing under
the Credit Agreement occurred concurrent with the Dura Acquisition.
The Dura Acquisition constituted a change of control as defined by the
Company's Notes Indenture ("Indenture"). Upon the occurrence of a change of
control, each holder of the Notes may require the Company to repurchase all
or any part of the Notes held by such holder at an offer price in cash equal
to 101% of the aggregate principal amount thereof, plus accrued interest and
other specified costs to the date of repurchase. Pursuant to the terms of
the Indenture, Dura initiated a change of control offer to the holders of
the Notes on May 8, 1998. No holders tendered their Notes prior to the June
20, 1998 expiration of the offer.
The FKI Acquisition and the Dura Acquisition were both accounted for using
the purchase method of accounting. Accordingly, the assets and liabilities
at each of the acquisition dates were recorded at their fair value. The
excess of the respective purchase prices was recorded as goodwill and is
being amortized over forty years. In the accompanying consolidated financial
statements, for the period prior to December 12, 1997, the Company is
referred to as the FKI Predecessor. For the period from December 12, 1997 to
April 30, 1998, the Company is referred to as the Trident Predecessor. The
accompanying consolidated financial statements have been prepared by the
Company without audit, pursuant to the rules and regulations of the
Securities and Exchange Commission. The information furnished in the
consolidated financial statements includes normal recurring adjustments and
reflects all adjustments which are, in the opinion of management, necessary
for a fair presentation of such financial statements. Certain information
and footnote disclosures normally included in financial statements prepared
in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. Although the
Company believes that the disclosures are adequate to make the information
presented not misleading, it is suggested that these consolidated financial
statements be read in conjunction with the Company's audited financial
statements and the notes thereto included in the Company's Annual Report on
Form 10-K for its fiscal year ended March 31, 1998.
-5-
<PAGE>
NOTE 1 - THE COMPANY (continued):
Revenues and operating results for the one month ended April 30, 1998 and
the two months ended June 30, 1998, are not necessarily indicative of the
results to be expected for the full year.
The following unaudited pro forma financial information for the three months
ended June 30, 1998 and 1997 give effect to the Dura Acquisition as if it
had occurred at the beginning of the periods. The unaudited pro forma
information does not purport to represent what the Company's result of
operations would actually have been if such transaction in fact had occurred
at such date nor to project the Company's results of future operations (in
thousands):
<TABLE>
<CAPTION>
Three Months Ended June 30,
--------------------------------------
1998 1997
----------------- -----------------
<S> <C> <C>
Revenues $ 76,446 $ 80,762
----------------- -----------------
----------------- -----------------
Operating income $ 790 $ 4,987
----------------- -----------------
----------------- -----------------
Net income (loss) $ (1,312) $ 1,046
----------------- -----------------
----------------- -----------------
</TABLE>
NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES:
Inventories--Inventories are valued at the lower of cost or market on a
first-in, first-out (FIFO) basis. Inventories consisted of the following (in
thousands):
<TABLE>
<CAPTION>
June 30, 1998 March 31, 1998
-------------- --------------
<S> <C> <C>
Finished products $ 1,039 $ 4,158
Work-in-process 5,468 6,755
Raw materials 8,215 7,885
-------------- --------------
Total $ 14,722 $ 18,798
-------------- --------------
-------------- --------------
</TABLE>
Supplemental Cash Flow Information--The Company paid cash in the following
amounts for interest and income taxes (in thousands):
<TABLE>
<CAPTION>
Two Months Ended One Month Ended Three Months Ended
June 30, April 30, June 30,
1998 1998 1997
---------------- --------------- ------------------
<S> <C> <C> <C>
Income taxes $ 1,781 $ - $ -
Interest 3,812 361 -
</TABLE>
-6-
<PAGE>
NOTE 3 - LONG TERM DEBT:
Long-term debt consisted of the following (in thousands):
<TABLE>
<CAPTION>
June 30, 1998 March 31, 1998
--------------- ---------------
<S> <C> <C>
Bank Credit Agreement:
Term loan $ 50,000 $ 50,000
Revolving credit facility 9,829 2,800
10% Senior Subordinated
Notes, due 2005 81,150 75,000
--------------- ---------------
140,979 127,800
Less - current portion (1,500) (1,500)
--------------- ---------------
Total long-term debt $ 139,479 $ 126,300
--------------- ---------------
--------------- ---------------
</TABLE>
On April 30, 1998, in connection with the Dura Acquisition, Dura and the
Company entered into a new $402.5 million credit agreement (the "Credit
Agreement"). The Credit Agreement provided Dura with total revolving credit
facilities of $225 million, term loans of $100 million, an acquisition
facility of $30 million and a twelve-month interim loan of $47.5 million.
The Credit Agreement made available to the Company, as a sub-facility, a $50
million term loan, a $25 million revolving credit and letter-of-credit
facility and a $30 million acquisition facility (the "Trident
Sub-Facility"). The Credit Agreement has a term of five years and borrowings
bear interest at the lenders reference rate or the Eurocurrency rate. The
interest rate on borrowings outstanding under the Credit Agreement ranged
from 6.875% to 8.625% as of June 30, 1998. The Credit Agreement contains
various restrictive covenants, which limit indebtedness, investments, rental
obligations and cash dividends. The Credit Agreement also requires the
Company to maintain certain financial ratios including minimum liquidity and
interest coverage. Pursuant to the terms of the Credit Agreement, Dura and
certain of its subsidiaries will provide guarantees and collateral to
support obligations owing under the Trident Sub-Facility; but, so long as
the Notes remain outstanding, neither the Company nor any of its
subsidiaries have guaranteed any obligations that are not borrowed pursuant
to the Trident Sub-Facility. Under the terms of the Credit Agreement, an
event of default by Dura also causes an event of default under the Trident
Sub-Facility. The Company and Dura were in compliance with the covenants as
of June 30, 1998. The assets of the Company have been pledged as collateral
to secure borrowings under the Trident Sub-Facility.
The Credit Agreement provides the Company with the ability to denominate its
revolving credit borrowings in foreign currencies. As of June 30, 1998, $8.5
million of borrowings were denominated in US dollars and $1.3 million were
denominated in British pound sterling.
The 10% Senior Subordinated Notes (the "Notes") were issued on December 12,
1997, concurrent with the FKI Acquisition. Interest is payable semi-annually
on June 15 and December 15 of each year. The Notes were written up to fair
market value at the date of the Dura Acquisition. As further discussed in
Note 5, the Notes are guaranteed by certain subsidiaries of the Company.
-7-
<PAGE>
NOTE 4 - ACCOUNTING CHANGES
Effective April 1, 1998, the Company adopted SFAS No. 130, "Reporting
Comprehensive Income." This statement established standards for reporting
and display of comprehensive income and its components. Comprehensive income
reflects the change in equity of a business enterprise during a period from
transactions and other events and circumstances from non-owner sources. For
the Company, comprehensive income represents net income adjusted for foreign
currency translation adjustments. Comprehensive income was approximately $.4
million, $(3.6) million and $4.6 million for the two months ended June 30,
1998, the one month ended April 30, 1998 and the three months ended June 30,
1997, respectively.
During February 1998, the Financial Accounting Standards Board (the "FASB")
issued SFAS No. 132, "Employers' Disclosures about Pensions and Other
Postretirement Benefits," effective for fiscal years beginning after
December 31, 1997. SFAS No. 132 revises certain of the disclosure
requirements, but does not change the measurement or recognition of such
obligations. SFAS No. 132 superceded SFAS No. 106; "Employers' Accounting
for Postretirement Benefits Other Than Pensions." The adoption of SFAS No.
132 will result in revised and additional disclosures, but will have no
effect on the financial position, results of operations, or liquidity of the
Company.
In June 1998, the FASB issued SFAS No. 133, "Accounting for Derivative
Instruments and Hedging Activities" effective for years beginning after June
15, 1999. SFAS No. 133 establishes accounting and reporting standards
requiring that every derivative instrument, including certain derivative
instruments embedded in other contracts, be recorded in the balance sheet as
either and asset or liability measured at its fair value. SFAS No. 133
requires that changes in the derivative's fair value be recognized currently
in earnings unless specific hedge criteria are met. Special accounting for
qualifying hedges allow a derivative's gains or losses to offset related
results on the hedged item in the income statement and requires that a
company must formally document, designate and assess the effectiveness of
transactions that receive hedge accounting. The Company has not yet
quantified the impacts of adopting SFAS No. 133 and has not yet determined
the timing method of adoption.
NOTE 5 - CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
The following consolidating financial information presents balance sheet,
statement of operations and cash flow information related to the Company's
businesses. Each Guarantor is a direct or indirect wholly-owned subsidiary
of Trident Automotive plc and has fully and unconditionally guaranteed, on a
joint and several basis, the Notes. The Company has not presented separate
financial statements and other disclosures concerning the Guarantors because
management believes that such information is not material. For presentation
purposes, the consolidating financial data for the one month ended April 30,
1998 and the two months ended June 30, 1998 have been combined.
-8-
<PAGE>
NOTE 5 - CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL
INFORMATION (Continued):
CONSOLIDATING BALANCE SHEETS AS OF JUNE 30, 1998
(IN THOUSANDS)
<TABLE>
<CAPTION>
Non-
Trident Guarantor Guarantor
Automotive plc Companies Companies Eliminations Consolidated
-------------- ----------- ---------- ------------ ------------
<S> <C> <C> <C> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 44 $ 1,744 $ 3,044 $ -- $ 4,832
Accounts receivable, net -- 39,660 19,237 -- 58,897
Inventories -- 11,193 3,529 -- 14,722
Due from affiliates 3,896 8,414 782 (13,092) --
Other current assets -- 7,958 3,197 -- 11,155
--------- --------- --------- --------- ---------
Total current assets 3,940 68,969 29,789 (13,092) 89,606
Property, plant and equipment -- 43,595 11,151 -- 54,746
Note receivable from subsidiaries -- 23,246 -- (23,246) --
Goodwill 75,255 115,210 24,007 -- 214,472
Investment in subsidiaries 163,448 14,612 -- (178,060) --
Other assets -- 16,056 1,324 -- 17,380
--------- --------- --------- --------- ---------
Total assets $ 242,643 $ 281,688 $ 66,271 $(214,398) $ 376,204
--------- --------- --------- --------- ---------
--------- --------- --------- --------- ---------
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 1,500 $ -- $ -- $ -- $ 1,500
Accounts payable -- 26,643 9,663 -- 36,306
Accrued expenses (138) 20,255 9,592 -- 29,709
Due to affiliates 11,285 -- 1,532 (12,817) --
--------- --------- --------- --------- ---------
Total current liabilities 12,647 46,898 20,787 (12,817) 67,515
Non-current liabilities:
Long-term debt, less current portion 129,650 9,829 -- -- 139,479
Note payable to Parent -- -- 23,521 (23,521) --
Accrued pension and other postretirement -- 13,378 971 -- 14,349
liabilities
Other noncurrent liabilities 3,342 50,434 3,201 -- 56,977
--------- --------- --------- --------- ---------
Total liabilities 145,639 120,539 48,480 (36,338) 278,320
Commitments and contingencies
Minority interest in subsidiary company -- -- 880 -- 880
Shareholders' equity 97,004 161,149 16,911 (178,060) 97,004
--------- --------- --------- --------- ---------
Total liabilities and shareholders'
equity $ 242,643 $ 281,688 $ 66,271 $(214,398) $ 376,204
--------- --------- --------- --------- ---------
--------- --------- --------- --------- ---------
</TABLE>
-9-
<PAGE>
NOTE 5 -CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL
INFORMATION (Continued):
CONSOLIDATING STATEMENTS OF OPERATIONS FOR THE THREE MONTHS ENDED
JUNE 30, 1998
(IN THOUSANDS)
<TABLE>
<CAPTION>
Non-
Trident Guarantor Guarantor
Automotive plc Companies Companies Eliminations Consolidated
-------------- ---------- ---------- ------------ --------------
<S> <C> <C> <C> <C> <C>
Revenues $ - $ 60,128 $ 16,706 $ (388) $ 76,446
Cost of sales - 53,065 13,641 (388) 66,318
---------- ---------- ---------- --------- ----------
Gross profit - 7,063 3,065 - 10,128
Selling, general and administrative expenses 324 6,871 2,325 - 9,520
---------- ---------- ---------- ---------- ----------
Operating income (loss) (324) 192 740 - 608
Interest expense (2,908) (58) (49) - (3,015)
Interest expense-intercompany - (3,062) (558) 3,620 -
Interest income - 27 35 - 62
Interest income - intercompany - 3,620 - (3,620) -
Unrealized exchange gain (loss) - (361) 614 - 253
Equity in net income of subsidiary 748 628 - (1,376) -
Other income - - 74 - 74
---------- ---------- ---------- ---------- ----------
Net income (loss) before provision for
income taxes and minority interest (2,484) 986 856 (1,376) (2,019)
Provision (benefit) for income taxes (1,051) 239 299 - (513)
Minority interest - - 73 - 73
---------- ---------- ---------- ---------- ----------
Net income (loss) $ (1,433) $ 747 $ 630 $ (1,376) $ (1,433)
---------- ---------- ---------- --------- ----------
---------- ---------- ---------- --------- ----------
</TABLE>
-10-
<PAGE>
NOTE 5 - CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
(Continued):
CONSOLIDATING STATEMENTS OF CASH FLOWS FOR THE THREE MONTHS ENDED
JUNE 30, 1998
(IN THOUSANDS)
<TABLE>
<CAPTION>
Non-
Trident Guarantor Guarantor
Automotive plc Companies Companies Eliminations Consolidated
--------------- ----------- ----------- ------------ -------------
<S> <C> <C> <C> <C> <C>
OPERATING ACTIVITIES:
Net income (loss) $ (1,433) $ 747 $ 629 $ (1,376) $ (1,433)
Adjustments to reconcile net income (loss) to
net cash provided by (used in) operating
activities-
Depreciation and amortization 303 2,715 681 - 3,699
Unrealized exchange gain (loss) - 361 (614) - (253)
Minority interest - - (73) - (73)
Changes in other operating items 4,919 (13,409) (2,971) 3,244 (8,217)
--------------- ----------- ----------- ----------- -------------
Net cash provided by (used in)
operating activities 3,789 (9,586) (2,348) 1,868 (6,277)
INVESTING ACTIVITIES:
Capital expenditures, net - (4,977) (359) - (5,336)
--------------- ----------- ----------- ----------- -------------
FINANCING ACTIVITIES:
Proceeds from borrowings under revolving credit 2,000 9,829 - - 11,829
facility
Repayment of debt (4,800) - - - (4,800)
--------------- ----------- ------------ ----------- ------------
Net cash provided by (used in)
financing activities (2,800) 9,829 - - 7,029
--------------- ----------- ------------ ----------- ------------
EFFECT OF EXCHANGE RATES ON CASH (1,240) 178 931 (1,868) (1,999)
--------------- ----------- ----------- ----------- ------------
NET CHANGE IN CASH AND CASH EQUIVALENTS (251) (4,556) (1,776) - (6,583)
CASH AND CASH EQUIVALENTS, beginning of period
295 6,300 4,820 - 11,415
--------------- ----------- ----------- ----------- -------------
CASH AND CASH EQUIVALENTS, end of period $ 44 $ 1,744 $ 3,044 $ - $ 4,832
--------------- ----------- ----------- ----------- -------------
--------------- ----------- ----------- ----------- -------------
</TABLE>
-11-
<PAGE>
NOTE 5 - CONSOLIDATING GUARANTOR AND NON-GUARANTOR FINANCIAL
INFORMATION (Continued):
CONSOLIDATING STATEMENT OF OPERATIONS FOR THE THREE MONTHS
ENDED JUNE 30, 1997
(IN THOUSANDS)
<TABLE>
<CAPTION>
Non-
Guarantor Guarantor
Companies Companies Eliminations Consolidated
---------- ---------- ------------ ------------
<S> <C> <C> <C> <C>
Revenues $ 62,686 $ 18,716 $ (640) $ 80,762
Cost of sales 51,715 15,490 (640) 66,565
---------- ---------- --------- ----------
Gross profit 10,971 3,226 - 14,197
Selling, general and administrative expenses 5,878 2,123 - 8,001
---------- ---------- ---------- ----------
Operating income 5,093 1,103 - 6,196
Interest expense (9) (64) - (73)
Interest income - 79 - 79
Unrealized exchange loss (10) (30) - (40)
Other income 4 - - 4
---------- ---------- ---------- ----------
Income before provision for income
taxes
5,078 1,088 - 6,166
Provision for income taxes 446 381 - 827
Minority interest - (136) - (136)
---------- ---------- ---------- ----------
Net income $ 4,632 $ 571 $ - $ 5,203
---------- ---------- ---------- ----------
---------- ---------- ---------- ----------
</TABLE>
-12-
<PAGE>
SIGNATURE
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.
TRIDENT AUTOMOTIVE PLC
Date: April 12, 1999 By /s/ Stephen E.K. Graham
-------------------------------
Stephen E.K. Graham
Secretary
-13-
