SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q/A
(XX) Quarterly report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the Quarterly Period ended February 28, 1999
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 1-8831
(Exact name of registrant as specified in its charter)
FEDDERS CORPORATION
<TABLE>
<S> <C>
Delaware 22-2572390
(State of incorporation) (I.R.S. Employer Identification No.)
</TABLE>
<TABLE>
<S>
P. O. Box 813 <C>
505 Martinsville Road, Liberty Corner, NJ 07938-0813
(Address of principal executive offices) (Zip Code)
</TABLE>
Registrant's telephone number, including area code: 908/604-8686
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 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
As of March 31, 1999, the registrant has outstanding 16,412,859 shares of Common
Stock, 17,899,336 shares of Class A Stock (which is immediately convertible into
Common Stock on a share-for-share basis upon conversion of all of the Class B
Stock) and 2,266,606 shares of Class B Stock (which is immediately convertible
into Common Stock on a share-for-share basis).
EXPLANATORY NOTE
This Form 10-Q/A is being filed by Fedders Corporation, a Delaware corporation,
(the "Company") as an amendment to its Form 10-Q for the fiscal period ended
February 28, 1999 to remove and replace in its entirity the Condensed
Consolidated Statements Of Operations for the three and six month period ended
February 28, 1999 included in Note G.
<Page 10>
G. Continued
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(amounts in thousands)
<TABLE>
<CAPTION> For the Three Months Ended
February 28, 1999
Fedders Other Fedders
North America Fedders Corporation
<S> <C> <C> <C>
Net sales $ 54,543 $ 4,344 $ 58,887
Cost of sales 42,912 3,089 46,001
Selling, general and
administrative expense (1) 7,494 2,096 9,590
Operating income (loss) 4,137 (841) 3,296
Partner's net interest in
joint venture results - 704 704
Net interest expense (2) (2,630) (120) (2,750)
Income (loss) before income
taxes 1,507 (257) 1,250
Income taxes (benefit) 527 (92) 435
Net income (loss) $ 980 $ (165) $ 815
For the Three Months Ended
February 28, 1998
Fedders Other Fedders
North America Fedders Corporation
<S> <C> <C> <C>
Net sales $ 27,274 $ 6,306 $ 33,580
Cost of sales 19,969 6,470 26,439
Selling, general and
administrative expense (1) 5,865 3,125 8,990
Restructuring charge 14,488 2,262 16,750
Operating loss (13,048) (5,551) (18,599)
Partner's net interest in
joint venture results - 132 132
Net interest income
(expense) (2) (2,616) 266 (2,350)
Loss before income taxes (15,664) (5,153) (20,817)
Income tax benefit (5,482) (1,807) ( 7,289)
Net loss $(10,182) $ (3,346) $(13,528)
</TABLE>
See accompanying notes
<PAGE>
<Page 11>
G. Continued
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited)
(amounts in thousands)
<TABLE>
<CAPTION> For the Six Months Ended
February 28, 1999
Fedders Other Fedders
North America Fedders Corporation
<S> <C> <C> <C>
Net sales $ 72,721 $ 11,868 $ 84,589
Cost of sales 54,892 10,219 65,111
Selling, general and
administrative expense (1) 12,054 6,506 18,560
Operating income (loss) 5,775 (4,857) 918
Partner's net interest in
joint venture results - 605 605
Net interest income
(expense) (2) (5,220) 443 (4,777)
Income (loss) before income
taxes 555 (3,809) (3,254)
Income taxes (benefit) 194 (1,328) (1,134)
Net income (loss) $ 361 $ (2,481) $ (2,120)
For the Six Months Ended
February 28, 1998
Fedders Other Fedders
North America Fedders Corporation
<S> <C> <C> <C>
Net sales $ 44,938 $ 14,133 $ 59,071
Cost of sales 35,234 11,963 47,197
Selling, general and
administrative expense (1) 12,210 5,815 18,025
Restructuring charge 14,488 2,262 16,750
Operating loss (16,994) (5,907) (22,901)
Partner's net interest in
joint venture results - 227 227
Net interest income
(expense) (2) (5,244) 1,058 (4,186)
Loss before income taxes (22,238) (4,622) (26,860)
Income tax benefit (7,783) (1,618) (9,401)
Net loss $(14,455) $ (3,004) $(17,459)
</TABLE>
See accompanying notes
<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.
FEDDERS CORPORATION
By<S/Thomas A, Kroll
Thomas A. Kroll
Corporate Controller
Date: April 22, 1999
Signing in his capacity as
Corporate Controller and on behalf
of the Registrant.