BREED TECHNOLOGIES INC
8-K, 2000-09-21
MOTOR VEHICLE PARTS & ACCESSORIES
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<PAGE>

                      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 (Date of earliest event reported):  Feb 11, 2000
                                                      -----------------------



                            BREED TECHNOLOGIES, INC.
-----------------------------------------------------------------------------
             (Exact Name of Registrant as Specified in its Charter)


        Delaware                           1-11474               22-2767118
-------------------------------     ----------------------    -----------------
(State or Other Jurisdiction       (Commission File Number)     (IRS Employer
  Incorporation)                                                Identification
                                                                   Number)


 5300 Allen K. Breed Highway, Lakeland, Florida                    33811
-----------------------------------------------------          ----------------
     (Address of Principal Executive Offices)                    (Zip Code)


Registrant's telephone number, including area code:            (863) 668-6000


                                  Page 1 of 4
<PAGE>

Item 5. Other Events.

     On September 20, 1999, BREED Technologies, Inc. (the "Company") and certain
of its domestic subsidiaries filed a voluntary petition for reorganization under
Chapter 11 of the United States Bankruptcy Code in the United States Bankruptcy
Court for the District of Delaware (the "Court"), Case No. 99-3399 (the "Case").

     Pursuant to discussions between the Company and the Office of the United
States Trustee, a Report of Cash Receipts and Disbursements for the period
September 21 -- 30, 1999 was filed by the Company with the Court in connection
with the Case in lieu of the September monthly operating report. Accordingly, a
monthly operating report for the month ended September 30, 1999 is not included
with this Current Report on Form 8-K.

     In addition, in connection with the Case, the Company has filed monthly
unaudited operating reports for the following periods: (i) October 1, 1999 to
October 31, 1999, (ii) November 1, 1999 to November 30, 1999, (iii) December 1,
1999 to December 31, 1999, (iv) January 1, 2000 to January 31, 2000, (v)
February 1, 2000 to February 29, 2000 and (vi) March 1, 2000 to March 31, 2000
(collectively, the "Operating Reports") with the Court. Copies of the Operating
Reports are attached hereto as Exhibit 99.1, Exhibit 99.2, Exhibit 99.3, Exhibit
99.4, Exhibit 99.5 and Exhibit 99.6, respectively. Copies of the Operating
Reports and other information filed with the Court in this Case also are
available over the Internet at a World Wide Web Site maintained by the Court at
http://www.deb.uscourts.gov.

     The Company cautions investors or potential investors not to place undue
reliance upon the information contained in such Operating Reports. The Operating
Reports contain unaudited information, and each is in a format prescribed by the
applicable bankruptcy laws. There can be no assurance that, from the perspective
of an investor or potential investor in the Company's securities, the Operating
Reports are complete. The Operating Reports also contain information for periods
that may be shorter or otherwise different from those required in the Company's
reports pursuant to the Securities Exchange Act of 1934, as amended (the
"Exchange Act"). Such information may not be indicative of the Company's
financial or operating results for the period reflected in the Company's
financial or operating results for the periods which would be reflected in the
Company's financial statements or in its reports pursuant to the Exchange Act.
Moreover, the Operating Reports and other communications from the Company may
include forward-looking statements subject to various assumptions regarding the
Company's operating performance that may not be realized and subject to
significant business, economic and competitive uncertainties and contingencies,
including those described in this report, many of which are beyond the Company's
control. Consequently, such matters should not be regarded as a representation
or warranty by the Company that such matters will be realized or are indicative
of the Company's financial condition or operating results for future periods.
Actual results for such periods may differ materially from the information
contained in the Operating Reports, and the Company undertakes no obligation to
update or revise such Operating Reports.

     This Current Report on Form 8-K, and the exhibits filed herewith, may
include certain forward-looking statements within the meaning of the Securities
Act of 1933, as amended, and the Exchange Act. Actual results could differ
materially from those reflected by the forward-looking statements contained in
this document and a number of factors may affect future results, liquidity and
capital resources. These factors include the ability of the Company to confirm a
plan of reorganization; the ability of the Company to obtain sufficient
liquidity for operations; the ability of the Company to obtain new orders from
customers; the ability of the Company to retain key employees; the ability of
the Company to obtain sufficient parts from its vendors; the fact that the
Company derives a substantial portion of its sales from cyclical industries,
including the automotive, industries; the ability to introduce new products in a
timely fashion; the pace of technological changes affecting the products
manufactured and services provided by the Company; the Company's substantial
debt service requirements; and the ability to continue to minimize operating
expenses.

                                  Page 2 of 4
<PAGE>

     In accordance with Rule 202 of Regulation S-T, certain documents contained
in the Operating Reports filed as Exhibits to this Current Report on Form 8-K
are being filed in paper pursuant to a continuing hardship exemption.

Item 7. Financial Statements and Exhibits.

(a)  Not Applicable

(b)  Not Applicable

(c)  Exhibits required by Item 601 of Regulation S-K
Exhibit No.  Description
----------   -----------

   99.1      The Company's unaudited monthly Operating Report for the month
             ended October 31, 1999.

   99.2      The Company's unaudited monthly Operating Report for the month
             ended November 30, 1999.

   99.3      The Company's unaudited monthly Operating Report for the month
             ended December 31, 1999.

   99.4      The Company's unaudited monthly Operating Report for the month
             ended January 31, 2000.

   99.5      The Company's unaudited monthly Operating Report for the month
             ended February 29, 2000.

   99.6      The Company's unaudited monthly Operating Report for the month
             ended March 31, 2000.

                                  Page 3 of 4
<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 hereunto duly authorized.

                                 BREED TECHNOLOGIES, NC.

Date: September 20, 2000         By: /s/ Patrick J. O'Malley
                                    ------------------------------------------
                                         [Patrick J. O'Malley
                                         Chief Financial Officer]

                                  Page 4 of 4

<PAGE>

                                 EXHIBIT INDEX
                                 ------- -----
Exhibit No.  Description
----------   -----------


    99.1     The Company's unaudited monthly Operating Report for the month
             ended October 31, 1999.

    99.2     The Company's unaudited monthly Operating Report for the month
             ended November 30, 1999.

    99.3     The Company's unaudited monthly Operating Report for the month
             ended December 31, 1999.

    99.4    The Company's unaudited monthly Operating Report for the month ended
            January 31, 2000.

    99.5    The Company's unaudited monthly Operating Report for the month ended
            February 29, 2000.

    99.6    The Company's unaudited monthly Operating Report for the month ended
            March 31, 2000.


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