- --------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report: September 20, 1999
BREED TECHNOLOGIES, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 1-11474 22-2767118
(State of Incorporation) (Commission File No.) (IRS Id. No.)
5300 Old Tampa Highway
LAKELAND, FLORIDA 33811
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code: (941) 668-6000
- --------------------------------------------------------------------------------
<PAGE>
ITEM 3. BANKRUPTCY OR RECEIVERSHIP.
On September 20, 1999, the Registrant filed a voluntary petition
("Petition") under Chapter 11 of the United States Bankruptcy Code with the U.S.
Bankruptcy Court for the District of Delaware (file no. 99-3399). A press
release announcing the filing was released on September 21, 1999 and a copy of
the press release is attached hereto as Exhibit 99.1 to this Form 8-K and is
incorporated herein by reference.
On September 21, the New York Stock Exchange (NYSE) issued a press
release announcing that trading in the Registrant's common stock was suspended
and that application will be made to the Securities and Exchange Commission to
delist the issue. A copy of the NYSE's press release is attached as exhibit 99.2
to this Form 8-K and is incorporated herein by reference.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
(c) Exhibits.
Exhibit No. Description of Document
99.1 Press release dated September 20, 1999 issued by
the Registrant.
99.2 Press release dated September 21, 1999 issued by
the New York Stock Exchange.
-2-
<PAGE>
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 hereunto duly authorized.
BREED TECHNOLOGIES, INC.
Date: September 29, 1999
By: Patrick J. O'Malley
Title: Chief Financial Officer
-3-
<PAGE>
BREED Technologies, Inc.
5300 Old Tampa Highway
Lakeland, Florida 33811
September 29, 1999
VIA EDGAR
Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549
Re: BREED Technologies, Inc.
(COMMISSION FILE NO. 1-11474)
Ladies and Gentlemen:
Transmitted herewith for filing with the Securities and Exchange
Commission on behalf of BREED Technologies, Inc. (the "Company") is a Current
Report on Form 8-K.
Please contact the undersigned at (941) 668-6000 with any
comments or questions you have with respect to the foregoing.
Very truly yours,
/s/ Patrick J. O'Malley
Patrick J. O'Malley
Enclosure
cc: Mark E. Betzen, Esq.
Lisa K. Durham, Esq.
<PAGE>
EXHIBIT 99.1
BREED TECHNOLOGIES, INC. FILES FOR REORGANIZATION RELIEF UNDER CHAPTER 11 AND
RECEIVES COMMITMENT FOR UP TO $125 MILLION IN FINANCING
LAKELAND, FL, September 21 - BREED Technologies, Inc. ("BREED") (NYSE:BDT)and
certain of its domestic affiliates yesterday filed voluntary petitions for
reorganization under Chapter 11 of the United States Bankruptcy Code in the
United States Bankruptcy Court for the District of Delaware. The Company also
announced that it has received a commitment from its lending group for up to
$125 million in debtor-in-possession (DIP) financing. The DIP financing, which
is subject to court approval, is expected to provide adequate funding for all
post-petition trade and employee obligations, as well as the costs associated
with the restructuring process. The Company's international entities will not be
affected, as only BREED's U.S. operations have sought protection under Chapter
11.
Chairman and Chief Executive Officer Johnnie Cordell Breed said, "Given our
Company's current condition, we believe that this action will give us the
ability to preserve and maximize value for creditors and shareholders. With the
hard work and dedication of our employees and the support of our customers and
suppliers worldwide, we intend to emerge from this process a stronger company."
In announcing today's Chapter 11 filing, Charles J. Speranzella, Jr., President
and Chief Operating Officer, commented, "The filing provides BREED with the
opportunity to better position itself for a viable future. After the filing,
BREED will continue to operate without interruption. With our new DIP financing,
we will be able to continue to supply our customers with quality safety
restraint products and build stronger relationships with our suppliers going
forward. Employee payroll obligations will continue to be met and our union
agreements remain in tact."
As a result of the Chapter 11 filing, BREED will cease interest payments on its
debt, including publicly traded debentures. At the time of the filing, the
Company's debt totaled approximately $1.6 billion. Losses for the first fiscal
nine months ended March 31, 1999, including special charges, were $234.7 million
or $6.37 per share.
The Company also announced today that Fred C. Caruso has been appointed to serve
as Chief Restructuring Officer. In this capacity, Caruso is supervising BREED's
reorganization effort, including internal financial controls, continuing
development of capital transaction programs and other activities critical to
transitioning the Company. Caruso is Vice President of Development Specialists,
Inc., where he has successfully provided consulting and day-to-day leadership to
numerous companies.
--more--
<PAGE>
The statements contained in this press release that are not purely historical,
including statements regarding BREED's objectives, expectations, hopes,
intentions, beliefs or strategies regarding the future, are "forward-looking"
statements within the meaning of Section 27A of the Securities Exchange Act of
1933 and Section 21E of the Securities Exchange Act of 1934. Such statements,
including, without limitation, those relating to the sufficiency of the DIP
financing, the affect of the filing on international operations and the
Company's prospects for the future, are subject to certain risks and
uncertainties that could cause results to differ materially from those
projected. These risks include, without limitation, the Company's ability to
maintain its customer and supplier relationships, to implement its program of
reorganization and to retain key employees. Management believes these
forward-looking statements are reasonable; however, undue reliance should not be
placed on such forward statements which are based on current expectations.
# # #
<PAGE>
EXHIBIT 99.2
NYSE TO SUSPEND, SEEK TO DELIST BREED TECH
09/21/1999
Dow Jones Business News
(Copyright (c) 1999, Dow Jones & Company, Inc.)
NEW YORK -(Dow Jones)- The New York Stock Exchange suspended trading of Breed
Technologies Inc. (BDT) shares effective immediately. In a press release
Tuesday, the exchange said it plans to apply to the Securities and Exchange
Commission to delist the stock. The exchange said Breed's stock price has fallen
below the NYSE 's continued listing criteria relating to total shareholder
equity less than $50 million and global capitalization less than $50 million.
Also, Breed filed for reorganization under Chapter 11 of the U.S. Bankruptcy
Code. Breed, Lakeland, Fla., makes automotive safety systems, including airbags.
-Christina Cheddar; Dow Jones Newswires; 201-938-5400
