<PAGE>
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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
( X ) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934.
For the quarterly period ended June 30, 1997
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 0-21803
AFTERMARKET TECHNOLOGY CORP.
-----------------------------
(Exact Name of Registrant as Specified in Its Charter)
Delaware 95-4486486
- ------------------------------- ------------------------------------
(State or Other Jurisdiction of (I.R.S. Employer Identification No.)
Incorporation or Organization)
900 Oakmont Lane - Suite 100, Westmont, IL 60559
- ------------------------------------------ ----------------
(Address of Principal Executive Offices) (Zip Code)
Registrant's Telephone Number, Including Area Code: (630) 455-6000
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 July 31, 1997, there were 17,040,578 shares of common stock of the
Registrant outstanding.
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<PAGE>
AFTERMARKET TECHNOLOGY CORP.
FORM 10-Q
TABLE OF CONTENTS
<TABLE>
<CAPTION>
Page Number
-----------
<S> <C>
PART I. Financial Information
Item 1. Financial Statements:
Consolidated Balance Sheets at June 30, 1997 (unaudited)
and December 31, 1996........................................ 3
Consolidated Statements of Income (unaudited) for the Three
and Six Months Ended June 30, 1997 and 1996 ................. 4
Consolidated Statements of Cash Flows (unaudited) for the
Six Months Ended June 30, 1997 and 1996...................... 5
Notes to Consolidated Financial Statements .................. 6
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations ......................... 8
PART II. Other Information
Item 6. Exhibits and Reports on Form 8-K ........................... 13
Exhibit No. 11. - Calculation of Net Income Per Share................ 14
Signatures ................................................................ 15
EXHIBIT INDEX.............................................................. 16
</TABLE>
Note: Items 1 - 5 of Part II are omitted because they are not applicable.
-2-
<PAGE>
AFTERMARKET TECHNOLOGY CORP.
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
June 30, December 31,
1997 1996
-------------- --------------
(Unaudited)
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 4,507,699 $ 46,498,249
Accounts receivable, net 44,393,615 38,779,538
Inventories 69,097,688 60,586,056
Prepaid and other assets 3,105,807 2,916,197
Deferred tax assets 2,339,371 2,272,000
-------------- --------------
Total current assets 123,444,180 151,052,040
Equipment and leasehold improvements:
Machinery and equipment 16,570,660 12,907,232
Autos and trucks 2,129,739 2,012,450
Furniture and fixtures 2,428,293 1,552,660
Leasehold improvements 5,198,874 4,584,329
-------------- --------------
26,327,566 21,056,671
Less accumulated depreciation and amortization (4,970,300) (3,574,276)
-------------- --------------
21,357,266 17,482,395
Debt issuance costs, net 4,677,816 6,320,179
Cost in excess of net assets acquired, net 150,080,319 145,430,296
Other assets 426,403 461,714
-------------- --------------
Total assets $ 299,985,984 $ 320,746,624
-------------- --------------
-------------- --------------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 18,662,496 $ 25,225,797
Accrued payroll and related costs 5,396,181 4,429,339
Accrued interest payable 6,032,569 7,995,405
Other accrued expenses 4,220,521 3,371,562
Bank lines of credit 23,309,667 4,334,686
Income taxes payable 1,192,575 321,299
Due to former stockholders 69,609 2,002,824
-------------- --------------
Total current liabilities 58,883,618 47,680,912
12% Series B and D Senior Subordinated Notes 121,386,865 161,981,356
Deferred tax liabilities 6,034,470 5,252,000
Stockholders' equity:
Preferred stock, $.01 par value:
Authorized shares - 5,000,000
Issued and outstanding shares - none at
June 30, 1997 and December 31, 1996, respectively - -
Common stock, $.01 par value:
Authorized shares - 30,000,000
Issued and outstanding shares - 17,034,578 and 16,980,794
at June 30, 1997 and December 31, 1996, respectively 170,346 169,808
Additional paid-in capital 81,469,142 81,379,860
Retained earnings 31,968,993 24,239,467
Cumulative translation adjustment 72,550 43,221
-------------- --------------
Total stockholders' equity 113,681,031 105,832,356
-------------- --------------
Total liabilities and stockholders' equity $ 299,985,984 $ 320,746,624
-------------- --------------
-------------- --------------
</TABLE>
-3-
SEE ACCOMPANYING NOTES.
<PAGE>
AFTERMARKET TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF INCOME
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
1997 1996 1997 1996
------------ ------------ ------------ ------------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Net sales $ 85,409,685 $ 66,872,798 $ 168,098,556 $ 131,019,316
Cost of sales 52,047,098 41,809,554 103,160,222 80,168,576
------------ ------------ ------------ ------------
Gross profit 33,362,587 25,063,244 64,938,334 50,850,740
Selling, general and
administrative expense 18,276,583 12,663,140 35,736,452 25,125,707
Amortization of intangible assets 1,006,613 933,126 1,990,991 1,848,781
------------ ------------ ------------ ------------
Income from operations 14,079,391 11,466,978 27,210,891 23,876,252
Interest and other income 306,701 175,410 1,008,180 397,528
Interest expense 4,498,950 5,113,743 9,022,672 10,177,918
------------ ------------ ------------ ------------
Income before income taxes
and extraordinary item 9,887,142 6,528,645 19,196,399 14,095,862
Provision for income taxes 3,975,632 2,637,422 7,717,558 5,805,838
------------ ------------ ------------ ------------
Income before extraordinary item 5,911,510 3,891,223 11,478,841 8,290,024
Extraordinary item - net of income tax
benefit of $2,520,443 - Note 4 - - 3,749,315 -
------------ ------------ ------------ ------------
Net income 5,911,510 3,891,223 7,729,526 8,290,024
------------ ------------ ------------ ------------
Dividends accrued on preferred stock - 538,645 - 1,083,275
------------ ------------ ------------ ------------
Net income available to common
stockholders $ 5,911,510 $ 3,352,578 $ 7,729,526 $ 7,206,749
------------ ------------ ------------ ------------
------------ ------------ ------------ ------------
Per share of common stock:
Income before extraordinary item $ 0.31 $ 0.25 $ 0.60 $ 0.53
Extraordinary item, net of tax - - (0.20) -
------------ ------------ ------------ ------------
Net income per share $ 0.31 $ 0.25 $ 0.40 $ 0.53
------------ ------------ ------------ ------------
------------ ------------ ------------ ------------
Shares used in calculation of
net income per share 19,308,647 15,675,379 19,286,019 15,653,029
------------ ------------ ------------ ------------
------------ ------------ ------------ ------------
</TABLE>
-4-
SEE ACCOMPANYING NOTES.
<PAGE>
AFTERMARKET TECHNOLOGY CORP.
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Six Months Six Months
Ended Ended
June 30, June 30,
1997 1996
------------ ------------
(Unaudited)
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $ 7,729,526 $ 8,290,024
Adjustments to reconcile net income to
net cash provided by operating activities:
Extraordinary item 6,269,758 -
Depreciation and amortization 3,437,211 2,738,773
Amortization of debt issuance costs 445,685 415,222
Increase in allowance for
losses on accounts receivable 36,882 127,080
Loss on sale of equipment 5,397 27,206
Deferred income taxes 715,099 484,717
Changes in operating assets and liabilities:
Accounts receivable (4,467,643) (2,315,982)
Inventories (2,596,992) (6,451,298)
Prepaid and other assets (151,617) (570,628)
Accounts payable and accrued expenses (7,824,224) 4,650,798
------------ ------------
Net cash provided by operating activities 3,599,082 7,395,912
------------ ------------
INVESTING ACTIVITIES:
Purchases of equipment (4,962,417) (3,540,856)
Acquisition of companies, net of cash received (14,183,033) (4,106,970)
Proceeds from sale of fixed assets 35,919 29,686
------------ ------------
Net cash used in investing activities (19,109,531) (7,618,140)
------------ ------------
FINANCING ACTIVITIES:
Redemption of senior subordinated notes (40,000,000) -
Premium paid on redemption of senior notes (4,800,000) -
Borrowings on bank lines of credit 18,974,981 1,377,784
Payment of debt issuance costs (744,902) -
Proceeds from exercise of stock options 89,820 -
------------ ------------
Net cash provided by (used in) financing activities (26,480,101) 1,377,784
------------ ------------
Increase (decrease) in cash and cash equivalents (41,990,550) 1,155,556
Cash and cash equivalents at beginning of period 46,498,249 8,755,691
------------ ------------
Cash and cash equivalents at end of period $ 4,507,699 $ 9,911,247
------------ ------------
------------ ------------
Cash paid during the period for:
Interest $ 10,555,941 $ 9,675,975
Income taxes $ 3,595,757 $ 6,305,846
</TABLE>
-5-
SEE ACCOMPANYING NOTES.
<PAGE>
AFTERMARKET TECHNOLOGY CORP.
Notes to Consolidated Financial Statements
NOTE 1: BASIS OF PRESENTATION
The accompanying unaudited consolidated financial statements of Aftermarket
Technology Corp. (the "Company") as of June 30, 1997 and for the three and six
months ended June 30, 1997 and 1996 have been prepared in accordance with
generally accepted accounting principles for interim financial information and
with the instructions to Form 10-Q. Accordingly, they do not include all of the
information and footnotes required by generally accepted accounting principles
for complete financial statements. In the opinion of management, all
adjustments (consisting of normal recurring accruals) considered necessary for a
fair presentation have been included. Operating results for the six month
period ended June 30, 1997 are not necessarily indicative of the results that
may be expected for the year ending December 31, 1997. For further information,
refer to the consolidated financial statements and footnotes thereto included in
the Company's Annual Report on Form 10-K for the year ended December 31, 1996.
NOTE 2: INVENTORIES
Inventories are stated at the lower of cost (first-in, first-out method) or
market:
June 30, 1997 December 31, 1996
------------- -----------------
Raw materials....................... $ 32,808,518 $ 30,412,730
Work-in-process..................... 1,132,780 1,166,275
Finished goods...................... 35,156,390 29,007,051
------------- ------------
$ 69,097,688 $ 60,586,056
------------- ------------
------------- ------------
Finished goods include purchased parts which are available for sale.
NOTE 3: ACQUISITIONS
The Company acquired Tranzparts, Inc. ("Tranzparts") for $4.0 million and
Diverco, Inc. ("Diverco") for $10.5 million on April 2, 1996 and October 1,
1996, respectively (collectively the "1996 Acquisitions"). In addition, on
January 31, 1997 the Company acquired Repco Industries, Inc. ("Repco") for $11.8
million. These acquisitions have been accounted for as purchases. Accordingly,
the allocation of the cost of the acquired assets and liabilities has been made
on the basis of the estimated fair value. The cost in excess of net assets
acquired was capitalized and is being amortized on the straight line method over
forty years. The consolidated financial statements include the operating
results of each business from the date of acquisition. Pro forma information to
reflect the 1996 Acquisitions and the acquisition of Repco has not been
presented because the effect of such acquisitions was not material to prior
periods.
-6-
<PAGE>
NOTE 4: EXTRAORDINARY ITEM
The extraordinary item consists largely of a pre-tax charge of $5.7 million
related to the early redemption of $40 million in principal amount of the Senior
Subordinated Notes (including early redemption premium payments totaling $4.8
million). The extraordinary item also includes a pre-tax charge of $0.6 million
related to the restructuring of the Company's revolving credit facility. Both
events occurred in February 1997.
NOTE 5: NET INCOME PER SHARE
Net income per share is based on the weighted average number of shares of common
stock and common equivalent shares outstanding using the treasury stock method.
For the three and six month periods ended June 30, 1996, a pro forma calculation
was used in the computation of the weighted average number of shares
outstanding. This calculation includes the estimated number of shares of common
stock issued in the Company's initial public offering whose net proceeds were
used to redeem the outstanding preferred stock including accrued dividends, and
the common and common equivalent shares issued during the 12-month period prior
to the filing of the Company's initial public offering.
In February 1997, the Financial Accounting Standards Board issued Statement No.
128, "Earnings Per Share", which is required to be adopted on December 31, 1997.
At that time, the Company will be required to change the method currently used
to compute earnings per share and to restate all prior periods. Under the new
requirements for calculating primary earnings per share, the dilutive effect of
stock options and warrants will be excluded. The impact is expected to result
in an increase in primary net income per share of $0.04 and $0.03 for the three
months ended June 30, 1997 and 1996, respectively, and $0.05 and $0.07 for the
six months ended June 30, 1997 and 1996, respectively. The impact of Statement
128 on the calculation of fully diluted earnings per share for these periods is
not expected to be material.
NOTE 6: SUBSEQUENT EVENTS
On July 31, 1997, the Company acquired substantially all the assets of Automatic
Transmission Shops Inc. ("ATS") in a business combination accounted for as a
purchase. On the acquisition closing date, the Company made an initial cash
payment of $12.0 million, with subsequent additional payments due on each of
the first eight anniversaries after the closing date. Substantially all of the
additional payments, which will aggregate up to approximately $19.0 million,
are contingent upon the attainment of certain sales levels by ATS. The initial
cash payment plus the present value of the potential future payments, and
related acquisition costs exceed the fair value of the acquired net assets of
ATS by approximately $24.0 million. The cost in excess of net assets acquired
will be capitalized and amortized on the straight line method over forty years.
-7-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS FOR THE THREE MONTH PERIOD ENDED JUNE 30, 1997 COMPARED TO
THE THREE MONTH PERIOD ENDED JUNE 30, 1996.
Net income increased 52 percent from $3.9 million for the three months ended
June 30, 1996 to $5.9 million for the three months ended June 30, 1997. Net
sales increased 28 percent, from $66.9 million for the three months ended June
30, 1996 to $85.4 million for the three months ended June 30, 1997, primarily
due to increased sales volumes to Original Equipment Manufacturing ("OEM")
customers augmented by sales generated by the acquisitions of Diverco and Repco.
In general, costs and expenses also increased; however, overall the Company was
able to spread its overhead expenses over a larger revenue base, which
contributed to the comparatively higher net income for the three month period.
On a per share basis, net income increased from $0.25 per share for the three
months ended June 30, 1996 to $0.31 per share for the three months ended June
30, 1997. The number of shares used in the per share calculations were 15.7
million for the three months ended June 30, 1996 and 19.3 million for the three
months ended June 30, 1997. The increase in shares resulted primarily from the
Company's initial public offering in December 1996.
NET SALES
Net sales increased $18.5 million, from $66.9 million for the three months ended
June 30, 1996 to $85.4 million for the three months ended June 30, 1997. Of
this increase, $10.5 million was due to internal growth and $8.0 million was due
to the incremental net sales generated by the acquisitions of Diverco and Repco.
Approximately $8.5 million of the internal growth was generated from increased
sales volumes with existing OEM customers. The remaining internal growth was
generated by increased sales to the Independent Aftermarket.
Net sales to the Mopar Parts Division of Chrysler Corporation ("Chrysler")
represented 35.2 percent of total net sales for the three months ended June 30,
1997, as compared to 36.8 percent for the three months ended June 30, 1996.
GROSS PROFIT
Gross profit as a percentage of net sales increased to 39.1 percent for the
three months ended June 30, 1997 from 37.5 percent for the three months ended
June 30, 1996. This increase is primarily due to a shift in product mix and
greater absorption of fixed overhead costs.
-8-
<PAGE>
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
Selling, general and administrative expenses ("SG&A") increased $5.6 million,
from $12.7 million for the three months ended June 30, 1996 to $18.3 million for
the three months ended June 30, 1997. As a percentage of net sales, SG&A
increased from 18.9 percent to 21.4 percent between the two periods. The
increase in SG&A is primarily due to the ongoing incremental expenses of the
Diverco and Repco acquisitions, certain enhancements to the Company's
infrastructure (including additional management and improved information
systems), and additional selling and other variable overhead costs associated
with the higher sales volume (including increased production capacity).
Also included in SG&A is a non-cash charge of $0.5 million in the three months
ended June 30, 1997 for deferred compensation expense relating to the difference
between the exercise price and the intrinsic value for financial statement
presentation purposes of employee stock options granted in October 1996, just
prior to the Company's initial public offering. There was no corresponding
charge recognized in the three months ended June 30, 1996. In the future, the
Company anticipates that it will recognize approximately $1.8 million of total
additional non-cash deferred compensation expense relating to these options.
Approximately $0.7 million of this amount will be recognized during the balance
of 1997, $0.7 million in 1998, $0.3 million in 1999 and the remaining $0.1
million thereafter. These amounts are subject to potential adjustments
resulting from exercise or early termination of the options.
AMORTIZATION OF INTANGIBLE ASSETS
Amortization of intangible assets increased from $0.9 million for the three
months ended June 30, 1996 to $1.0 million for the three months ended June 30,
1997. The increase resulted from the additional intangible assets arising from
the acquisitions of Diverco and Repco.
INCOME FROM OPERATIONS
Principally as a result of the factors described above, income from operations
increased 23 percent, from $11.5 million for the three months ended June 30,
1996 to $14.1 million for the three months ended June 30, 1997.
INTEREST EXPENSE
Interest expense decreased from $5.1 million for the three months ended June 30,
1996 to $4.5 million for the three months ended June 30, 1997. The lower
interest resulted from the net effect of the early redemption of $40 million of
the Company's Senior Subordinated Notes in February 1997 offset to some extent
by increased borrowings under the Company's revolving credit facility. The
revolving credit facility carries a significantly lower effective interest rate
than did the Senior Subordinated Notes.
-9-
<PAGE>
RESULTS OF OPERATIONS FOR THE SIX MONTH PERIOD ENDED JUNE 30, 1997 COMPARED TO
THE SIX MONTH PERIOD ENDED JUNE 30, 1996.
Income before extraordinary item increased 39 percent from $8.3 million for the
six months ended June 30, 1996 to $11.5 million for the six months ended June
30, 1997. Net sales increased 28 percent, from $131.0 million for the six
months ended June 30, 1996 to $168.1 million for the six months ended June 30,
1997, primarily due to increased sales volumes to OEM customers augmented by
sales generated by the acquisitions of Tranzparts, Diverco and Repco. In
general, costs and expenses also increased; however, overall the Company was
able to spread its overhead expenses over a larger revenue base, which
contributed to the comparatively higher income before extraordinary item for the
six month period.
On a per share basis, income before extraordinary item increased from $0.53 per
share for the six months ended June 30, 1996 to $0.60 per share for the six
months ended June 30, 1997. As a result of the extraordinary item, however, net
income per share decreased from $0.53 to $0.40 between the two periods. The
number of shares used in the per share calculations were 15.7 million for the
six months ended June 30, 1996 and 19.3 million for the six months ended June
30, 1997. The increase in shares resulted primarily from the Company's initial
public offering in December 1996.
NET SALES
Net sales increased $37.1 million, from $131.0 million for the six months ended
June 30, 1996 to $168.1 million for the six months ended June 30, 1997. Of this
increase, $21.2 million was due to internal growth and $15.9 million was due to
the incremental net sales generated by the companies acquired in 1996 and 1997
(Tranzparts, Diverco and Repco).
Net sales to Chrysler represented 34.9 percent of total net sales for the six
months ended June 30, 1997, as compared to 36.9 percent for the six months ended
June 30, 1996.
GROSS PROFIT
Gross profit as a percentage of net sales was 38.6 percent for the six months
ended June 30, 1997 as compared to 38.8 percent for the six months ended June
30, 1996.
SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
The Company's SG&A increased $10.6 million, from $25.1 million for the six
months ended June 30, 1996 to $35.7 million for the six months ended June 30,
1997. As a percentage of net sales, SG&A increased from 19.2 percent to 21.3
percent between the two periods. The increase in SG&A is primarily due to the
ongoing incremental expenses of the Tranzparts, Diverco and Repco acquisitions,
certain enhancements to the Company's infrastructure (including additional
management and improved information systems), and additional selling and other
variable overhead costs associated with the higher sales volume (including
increased production capacity).
-10-
<PAGE>
Also included in SG&A are non-cash charges totaling $1.0 million in the first
six months of 1997 for deferred compensation expense relating to the difference
between the exercise price and the intrinsic value for financial statement
presentation purposes of employee stock options granted in October 1996, just
prior to the Company's initial public offering. There were no corresponding
charges recognized in the first six months of 1996.
AMORTIZATION OF INTANGIBLE ASSETS
Amortization of intangible assets increased from $1.8 million for the six months
ended June 30, 1996 to $2.0 million for the six months ended June 30, 1997. The
increase resulted from the additional intangible assets arising from the
acquisitions of Tranzparts, Diverco and Repco.
INCOME FROM OPERATIONS
Principally as a result of the factors described above, income from operations
increased 14 percent, from $23.9 million for the six months ended June 30, 1996
to $27.2 million for the six months ended June 30, 1997.
INTEREST EXPENSE
Interest expense decreased from $10.2 million for the six months ended June 30,
1996 to $9.0 million for the six months ended June 30, 1997. The lower interest
resulted from the net effect of the early redemption of $40 million of the
Company's Senior Subordinated Notes in February 1997 offset to some extent by
increased borrowings under the Company's revolving credit facility. The
revolving credit facility carries a significantly lower effective interest rate
than did the Senior Subordinated Notes.
EXTRAORDINARY ITEM
An extraordinary item in the amount of $3.8 million ($6.3 million, net of
related income tax benefit of $2.5 million) was recorded in the six months ended
June 30, 1997. This amount is comprised of: (I) a $5.7 million charge
resulting from the early redemption of $40 million of the Company's Senior
Subordinated Notes in February 1997, which included the payment of a 12% early
redemption premium and the write-off of related debt issuance costs and (II) a
$0.6 million charge for the write-off of previously capitalized debt issuance
costs in connection with the termination of the Company's previous revolving
credit facility.
-11-
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
The Company had total cash and cash equivalents on hand of $4.5 million at June
30, 1997, representing a decrease in net cash of $42.0 million for the six
months ended June 30, 1997. Net cash provided by operating activities was $3.6
million for the six month period. Net cash used in investing activities was
$19.1 million for the period, including $12.2 million for the acquisition of
Repco, a scheduled payment of $2.0 million relating to the acquisition of
Diverco, and $4.9 million in capital expenditures, primarily for purchases of
remanufacturing equipment. Net cash used in financing activities was $26.5
million, including payments totaling $44.8 million in connection with the
redemption of Senior Subordinated Notes offset by net borrowings of $19.0
million on bank lines of credit.
As of July 31, 1997, the Company had approximately $58.4 million available under
its $100.0 million revolving credit facility.
The Company believes that cash on hand, cash flow from operations and existing
borrowing capacity will be sufficient to fund its ongoing operations and its
budgeted capital expenditures. In pursuing acquisitions, the Company will
consider the effect any such acquisition costs may have on its liquidity. In
order to consummate such acquisitions, the Company may need to seek additional
capital through additional borrowings or equity financing.
-12-
<PAGE>
AFTERMARKET TECHNOLOGY CORP.
Part II. Other Information
Items 1 - 5 are not applicable.
Item 6. - Exhibits and Reports on Form 8-K
(a) Exhibits
Exhibit 11 - Calculation of net income per share
(b) Reports on Form 8-K
No reports were filed on Form 8-K during the quarter.
-13-
<PAGE>
AFTERMARKET TECHNOLOGY CORP.
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, thereunto duly authorized.
AFTERMARKET TECHNOLOGY CORP.
Date: August 4, 1997 /s/ John C. Kent
- -------------------------- ---------------------------------------
John C. Kent, Chief Financial Officer
- - John C. Kent is signing in the dual capacities as i) the principal
financial officer, and ii) a duly authorized officer of the company.
-14-
<PAGE>
AFTERMARKET TECHNOLOGY CORP.
EXIBIT INDEX
Exhibit Paper (P) or
Number Description Electronic (E)
- -------- ----------------------------------- ---------------
11 Calculation of Net Income Per Share (P)
27 Financial Data Schedule (E)
-15-
<PAGE>
EXHIBIT 11
AFTERMARKET TECHNOLOGY CORP.
CALCULATION OF NET INCOME PER SHARE
<TABLE>
<CAPTION>
Three Months Ended June 30, Six Months Ended June 30,
1997 1996 1997 1996 (a)
--------------- --------------- --------------- ---------------
(Unaudited) (Unaudited)
<S> <C> <C> <C> <C>
Income before extraordinary item $ 5,911,510 $ 3,891,223 $ 11,478,841 $ 8,290,024
Extraordinary item - net of income tax
benefit of $2,520,443 - - 3,749,315 -
--------------- --------------- --------------- ---------------
Net income per statements of income $ 5,911,510 $ 3,891,223 $ 7,729,526 $ 8,290,024
--------------- --------------- --------------- ---------------
--------------- --------------- --------------- ---------------
Shares:
Weighted average common shares outstanding 17,000,066 12,000,000 16,990,430 12,000,000
Net effect of stock options granted during the
twelve months prior to the Company's filing of
its initial public offering, calculated using the
treasury stock method at an offering price
of $13.50 per share (pro forma) - 523,772 - 523,772
Net effect of stock options and warrants
outstanding, excluding those discussed
above, calculated using the treasury stock
method at the average price for the period 2,308,581 1,226,252 2,295,589 1,225,847
Number of shares of common stock assumed
to be issued in the Company's initial public
offering whose net proceeds would be used
to redeem the outstanding preferred stock
including accrued dividends (pro forma) - 1,925,355 - 1,903,410
--------------- --------------- --------------- ---------------
Total 19,308,647 15,675,379 19,286,019 15,653,029
--------------- --------------- --------------- ---------------
--------------- --------------- --------------- ---------------
Per share of common stock:
Income before extraordinary item $ 0.31 $ 0.25 $ 0.60 $ 0.53
Extraordinary item, net of tax - - (0.20) -
--------------- --------------- --------------- ---------------
Net income per share $ 0.31 $ 0.25 $ 0.40 $ 0.53
--------------- --------------- --------------- ---------------
--------------- --------------- --------------- ---------------
</TABLE>
(a) The June 30, 1996 share data includes the pro forma effects of the
Company's initial public offering.
- 16 -
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