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Knowles Electronics Announces Third Quarter and Year To-date Financial Results

    ITASCA, Ill.--Nov. 5, 2001--Knowles Electronics Holdings, Inc. announced its results for the quarter ended September 30 and the first nine months of 2001.
    The manufacturer of hearing aid components and other products reported third quarter sales of $54.6 million, 3% less than the $56.4 million reported for the third quarter of 2000. The company's sales for the first nine months of 2001 totaled $166.6 million, 6% less than the $176.9 million reported for the first nine months of 2000.
    All three of the company's divisions reported flat or lower sales for the third quarter. Sales at the company's Knowles Electronics Division remained essentially flat at $34.1 million. The company's Emkay Division reported sales of $7.7 million, 8% less than the $8.4 million reported in the third quarter of 2000. The company's Automotive Components Group reported sales of $12.9 million, a decline of 7% compared to the $13.9 million reported for the third quarter of 2000.
    "Although our sales continue to lag last year's results, they have improved during the course of the year," said President and CEO John Zei. The company's Knowles Electronics Division sales for the first nine months of the year totaled $101.4 million, 4% less than the $106.0 million reported for the first nine months of 2000, with flat third quarter sales. The decline in automotive sales also grew narrower. Automotive sales for the first nine months were down 14%, to $40.2 million, but were down only 7% in the third quarter. Only the company's Emkay Division reported a quarter-to-quarter decline in sales growth, after reporting strong sales in first half of the year due to large new orders for the company's infrared products. The Emkay Division's sales totaled $25.1 million, 4% more than the $24.0 million reported for the first nine months of 2000.
    The company's EBITDA for the third quarter totaled $14.1 million or 25.9% of sales. For the first nine months, the company's EBITDA reached $42.4 million or 25.5% of sales. Operating income for the third quarter totaled $10.8 million, compared to $12.4 million for the third quarter of 2000. Operating income for the first nine months totaled $34.2 million, compared to $20.1 million for the first nine months of 2000. The net loss for the third quarter was $850,000, compared to $1.3 million loss the third quarter of 2000. Net income for the year to date was $70,000, compared to a loss of $16.8 million for the first nine months of 2000, after the company reported a $20 million restructuring charge to consolidate its worldwide manufacturing operations
    "In the third quarter, we clearly saw the results of our restructuring program," Zei said, "as we are saving over $1 million per month of manufacturing costs." The company's gross profit margin rose by more than four percentage points, to 47.7%, compared to 43.3% in the third quarter of 2000.
    "We are addressing the challenges of a slower economy while we continue to invest for the future," said James F. Brace, Executive Vice President and CFO. "We have made progress in reducing inventories, although more work remains to be done. We also will work aggressively to reduce receivables in the coming quarter, which grew while our operations in England and Austria were focused on implementing our new Enterprise Resource Planning system. We have now launched the system at all North American and key European locations, and the costs associated with implementing the new system, which accounted for three-quarters of the increase in our general and administrative expenses, will decline sharply going forward."
    The company's launch of new products is proceeding on schedule. New products developed by Emkay are proving attractive for military/security applications, and the division plans to begin selling new silicon microphone products by the end of the year. The Automotive Group's SSPI Electroforce product line, established earlier this year, received its first orders for new heavy-duty solenoids.
    "We are moving in the right direction," said Zei. "We have continued to improve our operations--and more progress is on the way. We are the leader in our core markets, and our new technologies will help us extend our lead. We're making the most of current conditions and looking forward to growth."

    Knowles Electronics is the world's leading manufacturer of transducers and related components used in hearing aids. The company also manufactures acoustic components used in voice recognition and telephony applications as well as automotive sensors and solenoids. In 1999, the European fund management company Doughty Hanson & Co Ltd acquired Knowles.

    (Please see attached financial statements)

    "Safe Harbor" Statement under the Private Securities Litigation Reform Act of 1995: Any Forward Looking Statements contained herein involve risks and uncertainties, including, but not limited to, product demand and market acceptance risks, the effect of economic conditions, the impact of competitive products and pricing, product development and patent protection, commercialization and technological difficulties, capacity and supply constraints or difficulties, actual purchases under agreements, the effect of the company's accounting policies, and other risks.



                  Knowles Electronics Holdings, Inc.

                 Consolidated Statements of Operations
                              (unaudited)

                            Three months ended     Nine months ended 
                               September 30           September 30
                              2001      2000         2001    2000   
                              ----      ----         ----    ----
                              (in thousands)        (in thousands)

Net sales                 $  54,639  $  56,375   $ 166,648  $ 176,948

Cost of sales                28,564     31,940      88,584     99,893
                          ---------- ----------  ---------- ----------
Gross margin                 26,075     24,435      78,064     77,055

Research and development 
 expenses                     3,291      3,074      10,274      9,043

Selling expenses              3,903      3,146      10,578      9,153

General and administrative 
 expenses                     7,946      6,133      24,632     18,938

Restructuring expenses          171       (296)     (1,665)    19,798
                          ---------- ----------  ---------- ----------
Operating income             10,764     12,378      34,245     20,123

Other income (expense):

Interest income                  17        171         121        717

Interest expense             (9,280)   (10,662)    (29,443)   (32,283)
                          ---------- ----------  ---------- ----------
Income (loss) before taxes    1,501      1,887       4,923    (11,443)

Income tax expense           (2,351)    (3,227)     (4,853)    (5,378)
                          ---------- ----------  ---------- ----------
Net income (loss)         $    (850) $  (1,340)  $      70  $ (16,821)
                          ========== ==========  ========== ==========



                  Knowles Electronics Holdings, Inc.

                      Consolidated Balance Sheets

                                          (unaudited)
                                         September 30,   December 31
                                             2001           2000
                                         -------------  -------------
Assets                                          (in thousands)
Current Assets:

 Cash and cash equivalents                $   10,247     $   17,076

 Accounts receivable, net                     45,130         41,192

 Inventories, net                             44,575         47,465

 Prepaid expenses and other                    5,530          4,334
                                         -------------  -------------
Total current assets                         105,482        110,067

Property, plant and equipment, at cost:

Land                                           6,829          6,957

Building and improvements                     31,158         31,469

Machinery and equipment                       60,571         65,482

Furniture and fixtures                        23,982         23,705

Construction in progress                      11,376          4,501
                                         -------------  -------------
 Subtotal                                    133,916        132,114

Accumulated depreciation                     (70,518)       (71,580)
                                         -------------  -------------
 Net                                          63,398         60,534

Other assets, net                              3,558          3,855

Deferred income taxes                          5,777          5,744

Deferred finance costs, net                    7,748          9,577
                                         -------------  -------------
Total assets                              $  185,963     $  189,777
                                         =============  =============

Liabilities and stockholders' equity 
 (deficit)
Current liabilities:

 Accounts payable                         $   14,110     $   14,471

 Accrued compensation and employee 
  benefits                                     7,149          9,334

 Accrued interest payable                     10,265          4,898

 Accrued warranty and rebates                  9,382          8,971

 Accrued restructuring costs                   7,472         12,886

 Other liabilities                             8,368          8,652

 Income taxes                                  6,138          4,134

 Short-term debt                               2,853          1,253

 Current portion of notes payable             11,250          9,375
                                         -------------  -------------
Total current liabilities                     76,987         73,974


Accrued pension liability                      8,448          7,902

Other noncurrent liabilities                       9            764

Notes payable                                332,933        339,432

Preferred stock mandatorily redeemable 
 in 2019 including accumulating
 dividends of: $44,446 September 2001; 
 $28,675 December, 2000                      229,446        213,675

Stockholders' equity (deficit):

 Common stock, Class A, $0.001 par 
  value, 1,052,632 shares authorized,
  outstanding: 981,667 September, 2001; 
  983,333 December, 2000                           -              -

 Common stock, Class B, $0.001 par 
  value, 52,632 shares authorized,
  none ever issued                                 -              -

 Capital in excess of par value               17,213         17,263

 Retained earnings (accumulated loss)       (471,879)      (456,430)

 Accumulated other comprehensive income 
  - translation adjustment                    (7,194)        (6,803)
                                         -------------  -------------
Total stockholders' equity (deficit)        (461,860)      (445,970)
                                         -------------  -------------
Total liabilities and stockholders' 
 equity (deficit)                         $  185,963     $  189,777
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