Harvard Industries, Inc. Reports Third Quarter Results
31 July 1997
Harvard Industries, Inc. Reports Third Quarter ResultsTAMPA, Fla., July 31 -- Harvard Industries, Inc., (Debtor-In- Possession "DIP"), a major producer of OEM automotive parts and accessories which, together with substantially all of its subsidiaries, filed a voluntary petition for relief under chapter 11 of the United States Bankruptcy Code on May 8, 1997, in the United States District Court for the District of Delaware, today reported on a going concern basis financial results which do not reflect reorganization or liquidation values. Consolidated net sales amounted to $217,914,000 for the three months ended June 30, 1997, compared with $222,300,000 for the three months ended June 30, 1996. Consolidated net sales for the nine months ended June 30, 1997 and 1996 amounted to $614,401,000 and $633,657,000, respectively. In connection with the chapter 11 filing, the Company discontinued the accrual of interest expense on its senior notes ($300,000,000 face value). Accordingly, for the three and nine month periods ended June 30, 1997, interest expense attributable to the senior notes of $5,102,000 (May 8, 1997 through June 30, 1997) was not accrued. In addition, the Company discontinued the accrual of dividends and accretions on the Company's 14 1/4% PIK preferred stock. As a result, for the three and nine month periods ended June 30, 1997, dividends and accretions in the aggregate amount of $2,530,000 (May 8, 1997 through June 30, 1997) were not accrued. After deducting accrued dividends and accretions relating to the Company's 14 1/4% PIK preferred stock of $1,694,000 (April 1, 1997 through May 8, 1997) and $3,711,000 for the quarters ended June 30, 1997 and 1996 respectively, the consolidated net loss for the quarter ended June 30, 1997 attributable to common shares amounted to $29,985,000, or a net loss of $4.27 per common share, compared with a consolidated net loss of $14,808,000, or a net loss of $2.12 per common share, for the quarter ended June 30, 1996. After deducting accrued dividends and accretions relating to the Company's 14 1/4% PIK preferred stock of $10,142,000 for the nine months ended June 30, 1997 and $11,133,000 for the nine months ended June 30, 1996, the consolidated net loss for the nine months ended June 30, 1997 attributable to common shares amounted to $236,755,000, or a net loss of $33.73 per common share. This compares with a consolidated net loss of $44,916,000, or a net loss of $6.42 per common share, for the nine months ended June 30, 1996. The Company's operating results for the third quarter ended June 30, 1997 continue to be adversely affected by negative operating results at its Doehler-Jarvis, Harman Automotive and Harvard Interiors operating units. The Company reported that it is continuing to pursue the sale of its Doehler-Jarvis subsidiary, as well as its Harman Automotive subsidiary and its Harvard Interiors division. Harvard has engaged Stump and Co., investment advisors, to dispose of the Harvard Interiors division. The Company received an unsolicited proposal, which it is evaluating and negotiating, with respect to the Material Handling Division of Kingston-Warren. If a transaction for the sale of Harman Automotive is not consummated, the Company intends to review the feasibility of liquidating such subsidiary. The operating units designated for sale or disposition contributed substantially to the Company's consolidated losses for the three and nine months ended June 30, 1997. For the three and nine months ended June 30, 1997 those operating units reported net sales of $96,544,000 and $279,401,000, and incurred losses of $10,755,000 and $34,100,000 (excluding interest expense, other income (expense) and impairment of assets write-offs; offset by the material handling division's operating income). Consolidated EBITDA (earnings before interest expense, taxes, depreciation and amortization and the non-cash portion of charges related to the recognition of post retirement benefits other than pensions) totaled $9,390,000 for the two months ended June 30, 1997. Pursuant to the DIP financing agreement, the Company was required to achieve cumulative consolidated EBITDA of $5,200,000 for such period. Consolidated EBITDA amounted to $9,168,000 for the three months ended June 30, 1997 and was $13,723,000 for the nine months ended June 30, 1997. As has been the case historically, the Company's fourth quarter will be adversely affected due to customer plant shutdowns for vacations and change- over to new models. The Company expects to be in compliance with the cumulative consolidated EBITDA covenant of $11,000,000 provided in the DIP Financing Agreement for the five months ending September 30, 1997. With respect to the covenant in the DIP financing agreement relating to a $10,000,000 limitation on capital expenditures for the period May 8, 1997 to September 30, 1997, the Company is currently in discussions with the agent for the DIP lending syndicate to obtain the necessary consent to exceed the $10,000,000 limitation. Capital Expenditures for the period May 8, 1997 to June 30, 1997 amounted to approximately $6,000,000. While there is no assurance that such consent will be obtained, the Company expects to receive such consent. At June 30, 1997, the amount borrowed by the Company under its DIP revolving credit line was to $3,932,000, the letters of credit outstanding were to $12,222,000 and the DIP term loan was $65,000,000, of which $9,750,000 is due within one year from June 30, 1997. The revolver balance was reduced from $40,244,000 on May 8, 1997, due to the timing of cash collections at the end of the month and due to certain suppliers extending credit terms to the Company. The Company believes the DIP financing will enable the Company to continue normal operations during the chapter 11 proceedings. At June 30, 1997, post petition accounts payable amounted to $28,797,000. As of July 28, 1997, borrowings under the revolving credit aggregated $2,747,000 and letters of credit outstanding amounted to $12,289,000. This release contains forward-looking statements. Additional written or oral forward-looking statements may be made by the Company from time to time, in filings with the Securities and Exchange Commission, or otherwise. Such forward-looking statements are within the meaning of that term in Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. Such statements may include, but not be limited to, projections of revenues, income or losses, covenants provided for in the DIP financing agreement capital expenditures, plans for future operations, financing needs or plans, plans relating to products or services of the Company, as well as the assumptions relating to the foregoing. Forward-looking statements are inherently subject to risks and uncertainties, some of which cannot be predicted or quantified. Consequently, future events and actual results could differ materially from those set forth in, contemplated by, or underlying the forward-looking statements. Other factors that could contribute to or cause such differences include the effects of the bankruptcy filing upon suppliers, vendors and customers, unanticipated increases in launch and other operating costs, and a reduction in, and inconsistent demand for, passenger cars and light trucks. Harvard Industries, Inc., through its subsidiaries, designs, develops and manufactures a broad range of components for original equipment manufacturers, producing cars and light trucks in North America and abroad. HARVARD INDUSTRIES, INC. (DEBTOR-IN-POSSESSION) CONSOLIDATED BALANCE SHEETS JUNE 30, 1997 AND SEPTEMBER 30, 1996 (In thousands of dollars) June 30, September 30, 1997 1996 ASSETS (Unaudited) (Audited) Current assets: Cash and cash equivalents $4,308 $1,107 Accounts receivable, net 86,345 99,581 Inventories 55,239 53,901 Prepaid expenses and other current assets 3,224 1,637 Total current assets 149,116 156,226 Property, plant and equipment, net 273,080 300,673 Intangible assets, net 4,813 127,250 Other assets, net 24,244 33,556 $451,253 $617,705 LIABILITIES AND SHAREHOLDERS' DEFICIENCY Current liabilities: Current portion of Debtor-in-possession (DIP) loans $13,682 $--- Current portion of long term debt 1,587 1,487 Accounts payable 28,797 89,073 Accrued expenses 56,376 66,949 Income taxes payable 2,361 5,875 Total current liabilities 102,803 163,384 Liabilities subject to compromise 397,236 --- Long-term debt 74,332 359,116 Postretirement benefits other than pensions 105,031 100,464 Other 29,667 25,970 Total liabilities 709,069 648,934 14 1/4% Pay-In-Kind Exchangeable Preferred Stock, (At June 30, 1997 - includes $10,142 of undeclared accrued dividends) 124,637 114,495 Shareholders' deficiency: Common Stock, $.01 par value; 30,000,000 shares authorized; shares issued and outstanding: 7,026,437 at June 30, 1997 and 7,014,357 at September 30, 1996 70 70 Additional paid-in capital 32,135 42,245 Additional minimum pension liability (1,767) (1,767) Foreign currency translation adjustment (1,970) (1,964) Accumulated deficit (410,921) (184,308) Total shareholders' deficiency (382,453) (145,724) Commitments and contingent liabilities $451,253 $617,705 HARVARD INDUSTRIES, INC. (DEBTOR-IN-POSSESSION) CONSOLIDATED STATEMENTS OF OPERATIONS THREE AND NINE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) (In thousands of dollars, except share and per share data) Three months ended Nine months ended June 30, June 30, June 30, June 30, 1997 1996 1997 1996 Sales $217,914 $222,300 $614,401 $633,657 Costs and expenses: Cost of sales 211,609 208,275 612,043 593,051 Selling, general and administrative 10,832 10,335 35,422 32,534 Interest expense (contractual interest of $ 13,924 and $ 38,196 for the three and nine months of 1997) 8,822 10,918 33,154 31,279 Amortization of goodwill 396 2,582 8,052 7,746 Other (income) expense, net 947 535 2,744 629 Impairment of long-lived assets --- --- 134,987 --- Total costs and expenses 232,606 232,645 826,402 665,239 Loss before reorganization items and income taxes (14,692) (10,345) (212,001) (31,582) Reorganization items (13,232) --- (13,232) --- Loss before and income taxes (27,924) (10,345) (225,233) (31,582) Provision for income taxes 367 752 1,380 2,201 Net loss $(28,291) $(11,097) $(226,613) $(33,783) PIK preferred dividends and accretion ( contractual $ 4,224 and $ 12,672 for the three and nine months of 1997) $1,694 $3,711 $10,142 $11,133 Net loss attributable to common shareholders $(29,985) $(14,808) $(236,755) $(44,916) Primary per common and common equivalent share: Loss per common and common equivalent share $(4.27) $(2.12) $(33.73) $(6.42) Weighted average number of common and common equivalent shares outstanding 7,024,080 6,999,407 7,018,778 6,997,157 HARVARD INDUSTRIES, INC. (DEBTOR-IN-POSSESSION) CONSOLIDATED STATEMENTS OF CASH FLOWS NINE MONTHS ENDED JUNE 30, 1997 AND 1996 (Unaudited) (In thousands of dollars) Nine months ended June 30, June 30, 1997 1996 Cash flows related to operating activities: Loss from continuing operations before reorganization items $(213,381) $(33,783) Add back (deduct) items not affecting cash and cash equivalents: Depreciation and amortization 47,997 40,875 Impairment of long-lived assets 134,987 --- Loss on disposition of property, plant and equipment and property held for sale 1,769 918 Postretirement benefits 5,145 5,768 Write-off of deferred debt expense 1,792 --- Senior notes interest accrued not paid 9,728 --- Changes in operating assets and liabilities of continuing operations, net of effects from acquisitions and reorganization items: Accounts receivable 13,236 (16,024) Inventories (1,338) 879 Other current assets (1,587) (376) Accounts payable (60,704) (2,006) Accounts payable prepetition 82,246 --- Accrued expenses and income taxes payable (12,992) (12,281) Other noncurrent liabilities 7,126 (986) Net cash used in continuing operations before reorganization items 14,014 (17,016) Net cash used by reorganization items (1,224) --- Net cash used in continuing operations 12,790 (17,016) Cash flows related to investing activities: Acquisition of property, plant and equipment (30,540) (28,560) Cash flows related to discontinued operations 212 3,541 Proceeds from disposition of property, plant and equipment 622 663 Net change in other noncurrent accounts (490) 585 Net cash used in investing activities (30,196) (23,771) Cash flows related to financing activities: Net payments under financing/credit agreement (38,834) 31,000 Net borrowings under DIP financing agreement 68,931 --- Deferred DIP financing costs (2,200) --- Proceeds from sale of stock/exercise of stock options 32 37 Repayments of long-term debt (1,099) (2,074) Pension fund payments pursuant to PBGC settlement agreement(4,500) (4,500) Payment of EPA settlements (1,723) (2,493) Net cash provided by financing activities 20,607 21,970 Net increase (decrease) in cash and cash equivalents 3,201 (18,817) Beginning of period 1,107 19,925 End of period $4,308 $1,108 SOURCE Harvard Industries, Inc.