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Kellstrom Industries Inc – ‘NT 10-K’ for 12/31/00

On: Monday, 4/2/01, at 3:21pm ET · For: 12/31/00 · Accession #: 950144-1-4635 · File #: 0-23764

  As Of                Filer                Filing    For·On·As Docs:Size              Issuer               Agent

 4/02/01  Kellstrom Industries Inc          NT 10-K    12/31/00    1:21K                                    Bowne of Atlanta Inc/FA

Notice of a Late Filing of a Form 10-K — Form 12b-25
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: NT 10-K     Kellstrom Industries, Inc. Form 12B-25 12-31-2000      8     40K 

NT 10-K 1st Page of 8 TOC ↑Top Previous Next ↓Bottom Just 1st
 
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

 FORM 12b-25

 NOTIFICATION OF LATE FILING

                                           Commission File Number        0-23764
                                                                 ---------------

(Check one)                                                                     

[X] Form 10-K and Form 10-KSB [ ] Form 11-K                                     
[ ] Form 20-F  [ ] Form 10-Q and Form 10-QSB  [ ] Form N-SAR                    

For period ended           December 31, 2000                                    
                  --------------------------------------------------------------

[ ]   Transition Report on Form 10-K and Form 10-KSB                            
[ ]   Transition Report on Form 20-F                                            
[ ]   Transition Report on Form 11-K                                            
[ ]   Transition Report on Form 10-Q and Form 10-QSB                            
[ ]   Transition Report on Form N-SAR                                           

For the transition period ended                                                 
                                 -----------------------------------------------

READ ATTACHED INSTRUCTION SHEET BEFORE PREPARING FORM.  PLEASE PRINT OR TYPE.   

    Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.                                      

 If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:_________________________

________________________________________________________________________________

PART I
REGISTRANT INFORMATION

Full name of registrant       Kellstrom Industries, Inc.            
                              --------------------------------------------------

Former name if applicable   Not Applicable                          
                                ------------------------------------------------

Address of principal executive office (STREET AND NUMBER)           

1100 International Parkway                                          
---------------------------------------------------------           

City, State and Zip Code       Sunrise, FL 33323                    
                               -------------------------------------------------

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 PART II
RULE 12b-25(b) AND (c)

   If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the         
following should be completed. (Check appropriate box.)                         

[X] (a) The reasons described in reasonable detail in Part III of   
            this form could not be eliminated without unreasonable effort or
expense;                                            

[X] (b) The subject annual report, semi-annual report, transition   
             report on Form 10-K, 10-KSB, 20-F, 11-K or Form N-SAR, or portion
              thereof will be filed on or before the 15th calendar day following
       the prescribed due date; or the subject quarterly report or
              transition report on Form 10-Q, 10-QSB, or portion thereof will be
              filed on or before the fifth calendar day following the prescribed
due date; and                                       

[ ] (c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.          

PART III
 NARRATIVE

      State below in reasonable detail the reasons why Forms 10-K, 10-KSB, 11-K,
20-F, 10-Q, 10-QSB, N-SAR or the transition report portion thereof could not be 
filed within the prescribed time period. (Attach extra sheets if needed.)       

 The Registrant's Annual Report on Form 10-K for the fiscal year ended
December 31, 2000 could not be filed within the prescribed time period because  
certain information and data relating to and necessary for the completion of the
Registrant's financial statements and management's discussion and analysis of   
financial condition and results of operations could not be obtained by the      
Registrant within such time period without unreasonable effort or expense.      

 PART IV
 OTHER INFORMATION

(1) Name and telephone number of person to contact in regard to this
notification.                                                                   

OSCAR TORRES                                    (954) 845-0427
--------------------------------------------------------------------------------
         (Name)                                 (Area Code) (Telephone Number)

     (2) Have all other periodic reports required under Section 13 or 15(d) or
the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act 
of 1940 during the preceding 12 months or for such shorter period that the      
registrant was required to file such report(s) been filed? If the answer is no, 
identify report(s).                                                             

                                                               [X] Yes  [ ] No

      (3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected by the 
earnings statements to be included in the subject report or portion thereof?    

                                                               [X] Yes  [ ] No

    If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reason why a reasonable      
estimate of the results cannot be made.                                         

     Certain changes have occurred as publicly disclosed in a press release on
April 2, 2001, a copy of which is attached as Exhibit A.                        

KELLSTROM INDUSTRIES, INC.
--------------------------------------------------------------------------------
(Name of Registrant as Specified in Charter)

      Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.                                                      

Date: April 2, 2001                   By: /s/ Oscar Torres          
                                                --------------------------------
                                    Oscar Torres
                                               Chief Financial Officer

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                                                                       Exhibit A

KELLSTROM                                                                       
INDUSTRIES, INC.                                                                

 FOR IMMEDIATE RELEASE

 KELLSTROM ANNOUNCES FOURTH QUARTER AND YEAR-END RESULTS

Positive Cash Flow From Operations Totals $25.1 Million for 2000

Sunrise, FL - April 2, 2001 -- Kellstrom Industries, Inc. [NASDAQ: KELL] today  
announced results for its fourth quarter and year ended December 31, 2000.      

Revenues for the fourth quarter increased by 3.6% to $96.2 million from $92.9   
million in 1999. As announced in early January 2001, after the completion of the
acquisition of the aircraft and engine parts resale business of Aviation Sales  
Company (the "Acquisition") on December 1, 2000, in connection with the         
Acquisition and due to depressed market conditions in the fourth quarter,       
Kellstrom incurred unusual charges and wrote-down certain inventories and       
operating assets, both of which depressed profitability. These charges included:

o        $1.3 million, net of tax, extraordinary loss related to prepayment     
       penalties and the write-off of deferred financing costs in connection
   with the pay down of $11.25 million in senior subordinated notes;

o        $3.0 million in severance and other realignment costs primarily        
         incurred in connection with the elimination of redundant or unnecessary
         positions in connection with the Acquisition and the ongoing process of
consolidating seven Kellstrom facilities into one;            

o        $50.6 million of non-cash inventory write-downs and impairment charges 
    related to the Company's inventory and lease portfolio, taking the
combined book value down to $294.2 million.                   

Excluding these expenses and charges, Kellstrom would have reported net income  
of $194,000 or $.02 per diluted share for the 2000 fourth quarter. Inclusive of 
the aforementioned expenses and charges, there was a fourth quarter net loss of 
$34.9 million, or $2.93 per diluted share. In 1999's fourth quarter, Kellstrom  
reported net income of $3.9 million, or $0.31 per diluted share.                

Revenues for the year ended December 31, 2000 were up 7.0% to $354.0 million    
from $330.9 million in 1999. Net income for the year, excluding the expenses and
charges noted above, was $3.9 million, or $.32 per diluted share. Net loss      
inclusive of the aforementioned expenses and charges for the year ended December
31, 2000 was $31.3 million, or $2.63 per diluted share after such charges. In   
1999, Kellstrom reported net income of $20.5 million, or $1.48 per diluted      
share.                                                                          

For the full year 2000, the Company generated $25.1 million of cash flow from   
operations as compared to cash flow used in operations of $48.6 million for the 
full year 1999. Cash flow used in operations for the fourth quarter was $2.7    
million as compared to cash flow provided by operations of $3.6 million for the 
fourth quarter of 1999.                                                         

(more)

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Kellstrom Industries, Inc. News Release                                   Page 2
April 2, 2001                                                                   

Oscar Torres, Kellstrom's Chief Financial Officer pointed out, "For the last    
five quarters, we have been using free cash flow to pay down our bank debt, as  
well as for acquisitions and capital expenditures. During the last quarter of   
2000 we replaced $11.3 million of debt with a remaining average maturity of 20  
months, with $30 million of debt with a maturity of seven years. As an          
accommodation and in recognition of our changing business environment resulting 
in our not being in compliance with certain financial covenants contained in our
senior credit facility, our commercial lenders have been supportive of the      
Company by amending our financial covenants. As previously reported, we have    
commenced an exchange offer, led by Banc of America Securities as our financial 
advisor, for our $140.3 million in convertible notes. The exchange offer is     
intended to address the liquidity concerns related to the repayment of principal
in 2002 and 2003 on such notes and grant the Company greater operational        
flexibility in the current business environment."                               

Mr. Torres went on to say; "We are progressing in the integration of the        
Acquisition and the realignment of our organization from four divisions into    
two, comprised of the Commercial Aerospace Business Unit and Defense Aerospace  
Business Unit. We have reduced headcount by about 30% with a portion of the     
severance expense and other realignment costs taken in the fourth quarter of    
2000, we are left with the remainder for the first half of 2001. With the       
Company moving the majority of its operations to the Miramar facility, we are   
now actively seeking to dispose of our former headquarters building in Sunrise, 
as well as other smaller properties owned by the Company. The net proceeds of   
those sales may be used to reduce debt. Finally, once the integration of the    
Acquisition is completed, annualized savings in selling, general and            
administrative expenses are expected to reach $15 million, mostly from personnel
reductions, economies of scale, and operating efficiencies and synergies."      

Zivi R. Nedivi, President and Chief Executive Officer of Kellstrom Industries,  
stated, "The past year has been a trying time for our industry, particularly in 
the fourth quarter. We've watched as competitors, facing severe financial       
pressures, defaulted on loans, declared bankruptcy, and sold or closed          
businesses and product lines. One consequence has been the disposal of inventory
at fire sale prices. This not only depressed industry-wide margins, but also    
caused a general decline in after-market inventory values, which resulted in the
need to write-down certain items in our inventory. In a related move and in     
keeping with our goal of shrinking the size of our lease portfolio, we          
liquidated under-performing assets at lower prices than in the past, which on a 
going forward basis should have a favorable impact on inventory turns. Over     
time, we believe that the excess parts inventory in the aftermarket will dry up,
and Kellstrom will be one of the largest and strongest remaining players,       
serving the global commercial and military aviation industry with nose-to-tail  
inventory management solutions."                                                

Mr. Nedivi concluded, "During the downturn in our industry, we established      
Kellstrom as a premier nose-to-tale solutions provider and acquired additional  
market share, but at the expense of profitability over the past six quarters.   
Subject to aviation industry trends, as well as the overall economic outlook, we
estimate that it will take three to six quarters to achieve a sustainable       
turnaround in our business. Specifically, we expect a first and second quarter  
net loss, which will include exchange offer expenses as well as costs related to
severance and relocation to the Miramar facility. We are focused on integrating 
the Acquisition, and believe that Kellstrom, with a unified, customer-focused   
organization, superior quality assurance and an advanced information technology 
capability, is positioned to be the leading independent inventory management    
company in the aviation industry. Once the industry slump is behind us, we      
expect to achieve the financial returns that our leadership position, resolve,  
and resources afford us."                                                       

(more)

NT 10-K 5th Page of 8 TOC 1st Previous Next ↓Bottom Just 5th

Kellstrom Industries, Inc.                                           Page 3     
April 2, 2001                                                                   

CONFERENCE CALL                                                                 

Kellstrom's management will host a conference call at 3 pm. Eastern Daylight    
Savings Time on Monday, April 2, 2001 to discuss fourth quarter and year-end    
results. The conference call will be broadcast live over the Internet via the   
Investor Relations section of the Company's web site at WWW.KELLSTROM.COM. To   
listen to the live call, go to the web site at least 10 minutes early to        
register, download and install any necessary audio software. If you are unable  
to listen live, the conference call will be archived and can be accessed for    
approximately 90 days.                                                          

Kellstrom Industries, Inc. is a leading aviation inventory management company   
delivering innovative and value added nose-to-tail programs to the global       
commercial and military aviation markets. The Company unites cutting edge       
information technology, including e-commerce, with quality assurance            
methodologies to provide engines and parts for large turbo-fan engines          
manufactured by CFMI, General Electric, Pratt & Whitney and Rolls Royce, in     
addition to a full complement of rotables and components for the commercial     
aircraft they power. Kellstrom is also a premier inventory management and       
components supplier of engines, components, systems and parts for large military
transport aircraft, jet fighters and helicopters. The Company is an approved    
supplier to an international customer base including major domestic and         
international airlines, military air forces, original equipment manufacturers   
and engine overhaul shops.                                                      

                                                                [Download Table]

                                                                                    
CONTACT:                                                                            
Kellstrom Industries, Inc. (954) 845-0427         KELL'S INVESTOR RELATIONS COUNSEL:
Zivi R. Nedivi, Pres. & CEO                       The Equity Group Inc.             
Yoav Stern, Chairman of the Board                 Linda Latman (212) 836-9609       
Oscar Torres, Chief Financial Officer             Bob Goldstein (212) 371-8660      
Michael Shokouhi, Director of Investor Relations  www.theequitygroup.com            
www.kellstrom.com                                 ----------------------            
-----------------                                                                   

 (See Accompanying Tables)

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Kellstrom Industries, Inc. News Release                                   Page 4
April 2, 2001                                                                   

KELLSTROM INDUSTRIES, INC.
 Consolidated Condensed Statements of Operations
 (In thousands, except per share amount)

                                                        [Enlarge/Download Table]


                                                     THREE MONTHS ENDED                        TWELVE MONTHS ENDED           
                                                        DECEMBER 31,                               DECEMBER 31,              
                                             --------------------------------------------------------------------------------
                                                  2000                1999                   2000                  1999      
                                             ----------------    ----------------     -------------------    ----------------
                                                                                                                             
Sales of aircraft and engine parts, net            $90,917             $83,274             $332,255              $288,912    

Rental revenues                                      5,322               9,656               21,728                42,032    
                                                     -----               -----               ------                ------    

        Total revenues                              96,239              92,930              353,983               330,944    

Cost of goods sold                                 (68,730)            (60,982)            (247,413)             (200,889)   
Cost of goods sold - inventory write-                                                                                        
down                                               (45,469)                                 (45,469)                    0    
Depreciation of equipment under operating                                                                                    
leases                                              (3,851)             (6,525)             (18,070)              (27,114)   

Selling, general and administrative                (14,087)            (11,750)             (49,241)              (41,150)   
Depreciation and amortization                       (2,042)             (1,481)              (6,859)               (5,398)   
Restructuring, impairment and other                                                                                          
charges                                             (8,462)                 --               (8,462)               (2,200)   
                                                    ------               -----              -------               -------    

        Total operating expenses                  (142,641)            (80,738)            (375,514)             (276,751)   

      Operating (loss) income                      (46,402)             12,193              (21,531)               54,193    

Interest expense, net of interest                                                                                            
      income                                        (7,220)             (5,950)             (26,380)              (21,268)   
                                                    -------            -------             --------              --------    

      (Loss) income before income taxes and                                                                                  
          extraordinary item                       (53,622)              6,243              (47,911)               32,925    

Income tax benefit (expense)                        20,067              (2,300)              17,930               (12,390)   
                                                    ------             -------               ------              --------    

       (Loss) income before                                                                                                  
          extraordinary item                       (33,555)              3,943              (29,981)               20,535    
                                                  --------         -----------             --------                ------    
Extraordinary loss on early                                                                                                  
Extinguishments of debt, net of                                                                                              
$803 tax benefit                                    (1,349)                 --               (1,349)                   --    
                                                   -------          ----------              -------                 -----    

   (Loss) net income                               (34,904)             $3,943              (31,330)              $20,535    
                                                  ========              ======             ========               =======    

       (Loss) earnings before extraordinary                                                                                  
          item per common share - basic             $(2.82)              $0.33               $(2.52)                $1.73    

       (Loss) from extraordinary item per                                                                                    
          common share - basic                      $(0.11)                 --               $(0.11)                   --    

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Kellstrom Industries, Inc. News Release                                   Page 5
April 2, 2001                                                                   

                                                        [Enlarge/Download Table]

                                                  THREE MONTHS ENDED                        TWELVE MONTHS ENDED           
                                                     DECEMBER 31,                               DECEMBER 31,              
                                          --------------------------------------------------------------------------------
                                               2000                1999                   2000                  1999      
                                          ----------------    ----------------     -------------------    ----------------
                                                                                                                          
    (Loss) earnings per common                                                                                            
share - basic                                     $(2.93)               $0.33                $(2.63)              $1.73   

    (Loss) earnings before extraordinary                                                                                  
item per common                                                                                                           
share - diluted                                   $(2.82)               $0.31                $(2.52)              $1.48   

    (Loss) from extraordinary item per                                                                                    
common share - diluted                            $(0.11)                  --                $(0.11)                 --   
                                                 -------                -- --               -------                ----   

    (Loss) earnings per common share -                                                                                    
diluted                                           $(2.93)               $0.31                $(2.63)              $1.48   

Weighted average number of common shares                                                                                  
outstanding - basic                               11,911               11,911                 11,911             11,855   

Weighted average number of common shares                                                                                  
outstanding - diluted                             11,911               16,679                 11,911             16,674   

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Kellstrom Industries, Inc. News Release                                   Page 6
April 2, 2001                                                                   

KELLSTROM INDUSTRIES, INC.
 Consolidated Balance Sheet Highlights
(In thousands)

                                                        [Enlarge/Download Table]


                                                           December 31,        December 31,   
                                                              2000                 1999       
                                                     ---------------------  ------------------

                                                                                              
Cash and cash equivalents                                        $      0           $     272 
Trade receivables, net                                             80,315              60,675 
Inventories                                                       195,640             194,491 
Property and plant held for sale                                   19,932                  -- 
Other current assets                                               17,888              13,479 
                                                                  -------             ------- 
         Total current assets                                     313,775             268,917 

Notes Receivable                                                    3,435                  -- 
Equipment under operating leases, net                              98,555             150,137 
Property, plant & equipment, net                                   19,896              25,340 
Intangible assets, net                                             95,766              87,825 
Deferred tax asset                                                 17,487                  -- 
Other assets                                                       12,617               9,226 
                                                                  -------            -------- 
         Total assets                                             561,531            $541,445 
                                                                  =======            ======== 

Short-term debt                                                   167,277             165,774 
Accounts payable and accrued expenses                              67,802              35,847 
Current maturities of long-term debt                                  200               2,346 
Capital lease obligation                                            9,597                  -- 
                                                                  -------             ------- 
         Total current liabilities                                244,876             203,967 

Long-term debt and other long-term liabilities                     34,937              26,015 
Convertible subordinated notes                                    140,250             140,250 
                                                                  -------             ------- 
         Total liabilities                                        420,063             370,232 

Stockholders' equity                                              141,468             171,213 
                                                                  -------             ------- 
         Total liabilities and stockholders' equity               561,531            $541,445 
                                                                  =======            ======== 

THE COMPANY, FROM TIME TO TIME, MAY DISCUSS FORWARD-LOOKING INFORMATION. THIS   
PRESS RELEASE CONTAINS FORWARD-LOOKING STATEMENTS, INCLUDING STATEMENTS         
REGARDING THE COMPANY'S STRATEGIES, PLANS, OBJECTIVES AND EXPECTATIONS          
CONCERNING THE COMPANY'S FUTURE MARKET POSITION, OPERATIONS, CASH FLOW, MARGINS,
REVENUE, EXPENSES, FUTURE PROFITABILITY, DECREASES IN DEBT, LIQUIDITY AND       
CAPITAL RESOURCES. THESE FORWARD-LOOKING STATEMENTS ARE BASED ON MANY           
ASSUMPTIONS AND FACTORS, AND ARE SUBJECT TO MANY CONDITIONS, INCLUDING ADVERSE  
CONSEQUENCES RELATING TO THE COMPANY'S SUBSTANTIAL DEBT, RESTRICTIONS ON THE    
COMPANY'S BUSINESS AND OPERATIONS IMPOSED BY ITS SENIOR DEBT, THE COMPANY'S     
ABILITY TO EFFECTIVELY INTEGRATE ACQUIRED COMPANIES, ACQUIRE ADEQUATE INVENTORY 
AND TO OBTAIN FAVORABLE PRICING FOR SUCH INVENTORY, POSSIBLE WRITE-DOWNS OF THE 
COMPANY'S INVENTORY, THE ABILITY TO ARRANGE FOR THE SERVICING OF THE COMPANY'S  
INVENTORY BY THIRD-PARTY CONTRACTORS BEFORE RESALE OR LEASE, POSSIBLE PRODUCT   
LIABILITY CLAIMS, CUSTOMER CONCENTRATION, COMPETITIVE PRICING FOR THE COMPANY'S 
PRODUCTS AND FLUCTUATIONS IN DEMAND FOR THE COMPANY'S PRODUCTS WHICH DEPENDS    
UPON THE CONDITION OF THE AIRLINE INDUSTRY. EXCEPT FOR THE HISTORICAL           
INFORMATION CONTAINED IN THIS RELEASE, ALL FORWARD-LOOKING STATEMENTS ARE       
ESTIMATES BY THE COMPANY'S MANAGEMENT AND ARE SUBJECT TO VARIOUS RISKS AND      
UNCERTAINTIES THAT MAY BE BEYOND THE COMPANY'S CONTROL AND MAY CAUSE RESULTS TO 
DIFFER FROM MANAGEMENT'S CURRENT EXPECTATIONS. CERTAIN OF THESE RISKS ARE       
DESCRIBED IN THE COMPANY'S FILINGS WITH THE SECURITIES AND EXCHANGE COMMISSION  
(SEC), INCLUDING THE REGISTRATION STATEMENT ON FORM S-4 FILED ON MARCH 8, 2001. 
COPIES OF THE COMPANY'S SEC FILINGS ARE AVAILABLE FROM THE SEC OR MAY BE        
OBTAINED UPON REQUEST FROM THE COMPANY. THE COMPANY DOES NOT UNDERTAKE ANY      
OBLIGATION TO UPDATE THE INFORMATION CONTAINED HEREIN, WHICH SPEAKS ONLY AS OF  
THIS DATE.                                                                      

#### #### ####

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Dates Referenced Herein and Documents Incorporated by Reference

		Referenced-On Page
This ‘NT 10-K’ Filing	Date	First	Last	Other Filings

Filed on:	4/2/01	2	8
	3/8/01	8		425, S-4, SC TO-I
For Period End:	12/31/00	1	3	10-K, 10-K/A
	12/1/00	3		3, 8-K
				List all Filings

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Filing Submission 0000950144-01-004635 – Alternative Formats (Word / Rich Text, HTML, Plain Text, et al.)

Kellstrom Industries Inc – ‘NT 10-K’ for 12/31/00

On: Monday, 4/2/01, at 3:21pm ET · For: 12/31/00 · Accession #: 950144-1-4635 · File #: 0-23764

Notice of a Late Filing of a Form 10-K — Form 12b-25Filing Table of Contents

Dates Referenced Herein and Documents Incorporated by Reference

Notice of a Late Filing of a Form 10-K — Form 12b-25
Filing Table of Contents