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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
September 10, 1998
Date of report (Date of earliest event reported)
GREAT LAKES AVIATION, LTD.
(Exact Name of Registrant as Specified in Charter)
IOWA 000-23224 41-1135319
(State or Other (Commission File Number) (IRS Employer
Jurisdiction Identification No.)
of Incorporation)
1965 330th Street, Spencer, Iowa 51301-9211
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(Address of Principal Executive Offices)
(712) 262-1000
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(Registrant's telephone number, including area code)
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ITEM 5. OTHER EVENTS.
On July 14, Great Lakes Aviation, Ltd. (the "Company") announced that the
listing of its Common Stock would be moved from the NASDAQ National Market
System to the NASDAQ SmallCap Market pursuant to an exception from the net
tangible asset continued listing requirement. As discussed in the Company's Form
10-Q for the quarter ended June 30, 1998, NASDAQ required that the Company
demonstrate that it has net tangible assets of at least $4.0 million as of
August 31, 1998.
Recent earnings and a $2.0 million private placement of Common Stock
have increased the Company's net tangible assets to over $4.0 million. A pro
forma, unaudited Consolidated Balance Sheet as of August 31, 1998, reflecting
the recent private placement and application of certain of the proceeds to
reduce short-term debt and other current liabilities is filed as an exhibit
to this Form 8-K. This Balance Sheet indicates that the NASDAQ net tangible
asset listing requirement has been satisfied. As of the date of this filing,
the Company is requesting that NASDAQ accept the Company's compliance with
the continued listing requirements.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.
A pro forma unaudited Consolidated Balance Sheet as of August 31, 1998 is
filed herewith as Exhibit 99.1.
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EXHIBIT INDEX
<TABLE>
<CAPTION>
Exhibit Number Description
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<S> <C>
99.1 Pro forma unaudited Consolidated Balance
Sheet as of August 31, 1998
</TABLE>
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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.
Date: September 10, 1998. By: /s/ Richard A. Hanson
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Name: Richard A. Hanson
Title: Vice President and Controller
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GREAT LAKES AVIATION, LTD. AND SUBSIDIARY
PRO FORMA CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
August 31, 1998 December 31, 1997
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(unaudited)
ASSETS
<S> <C> <C>
CURRENT ASSETS:
Cash $ 173 $ 6
Restricted funds - interest bearing deposits - 2,247
Accounts Receivable, net allowance for doubtful accounts
of approximately $923 and $923 respectively. 14,014 5,473
Inventories, net 14,561 12,288
Prepaid expenses and other current assets 235 818
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Total Current Assets 28,983 20,832
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PROPERTY AND EQUIPMENT:
Flight Equipment 44,094 46,781
Other Property and Equipment 4,370 4,185
Less - Accumulated Depreciation and Amortization (6,981) (9,656)
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Total Property and Equipment 41,483 41,310
OTHER ASSETS 1,651 1,616
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$ 72,117 $ 63,758
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LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
Notes payable and current maturities of long-term debt $ 12,882 $ 10,306
Accounts Payable 12,370 9,462
Deferred lease payments 2,034 1,367
Accrued liabilities and unearned revenue 4,819 5,291
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Total Current Liabilities 32,105 26,426
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LONG-TERM DEBT, net of current maturities 28,383 28,471
DEFERRED LEASE PAYMENTS 2,694 3,247
DEFERRED CREDITS 4,328 4,487
STOCKHOLDERS' EQUITY:
Common stock, $.01 par value; 50,000,000 shares
authorized, 8,590,843 and 7,589,121 shares issued and
outstanding at August 31, 1998 and December 31, 1997 86 76
Paid-in Capital 31,569 29,577
Accumulated Deficit (27,048) (28,526)
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Total Stockholders' Equity 4,607 1,127
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$ 72,117 $ 63,758
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</TABLE>
Note: The Balance Sheet at December 31, 1997, has been derived from the
audited financial statements as of that date, but does not include all
of the information and footnotes required by generally accepted
accounting principles for complete financial statements.
