FORM 10-Q/A
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D. C. 20549
(Mark One)
[ X ] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
February 28, 2001
For the quarterly period ended ...........................................
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from ................... to ....................
0-11631
Commission File Number ..........
JUNO LIGHTING, INC.
..........................................................................
(Exact name of registrant as specified in its charter)
Incorporated in Delaware 36-2852993
..........................................................................
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
1300 South Wolf Road, Des Plaines, Illinois 60017-5065
..........................................................................
(Address of principal executive offices) (Zip Code)
847 - 827 - 9880
..........................................................................
(Registrant's telephone number, including area code)
..........................................................................
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Sections 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.
X
Yes ..... No .....
There were 2,469,914 shares of common stock outstanding as of March 31, 2001
2
The undersigned registrant hereby amends its Form 10-Q for the fiscal
quarter ended February 28, 2001 by replacing in its entirety the Long-Term
Debt section of the Notes to Condensed Consolidated Financial Statements with
the following:
LONG-TERM DEBT
Long-term debt consists of the following:
(in thousands)
February 28, November 30,
2001 2000
------------ ------------
Bank of America, N.A. and certain other lenders,
Tranche A Term Loan, payable in escalating
installments through November, 2005, plus
interest at a variable rate, generally
approximating 3 month LIBOR plus 2.75% $24,969 $26,087
Bank of America, N.A. and certain other lenders,
Tranche B Term Loan, payable in escalating
installments through November, 2006, plus
interest at a variable rate, generally
approximating 3 month LIBOR plus 3.25% 35,860 36,293
Senior Subordinated Notes due July 2009, plus
interest at 11 7/8%, net of discount of $809
and $823 respectively 124,191 124,177
-------- --------
185,020 186,557
Less current maturities 4,030 3,892
-------- --------
Total long-term debt $180,990 $182,665
======== ========
The Company has a senior credit facility (the "Senior Credit
Facility") with Bank Of America, N.A., Credit Suisse First Boston and certain
other lenders providing (i) a $90 million term facility consisting of a (a)
$40 million tranche A term loan ("Term Loan A"), and (b) $50 million tranche B
term loan ("Term Loan B"), and (ii) a $35 million revolving credit facility
(the "Revolving Credit Facility"). Borrowings under the Credit Facility bear
interest, at the Company's option, at a rate per annum equal to either the
Eurodollar rate (the London interbank offered rate for eurodollar deposits as
adjusted for statutory reserve requirements) or a base rate plus variable
applicable percentages. At February 28, 2001 the nominal interest rates for
Term Loan A and Term Loan B were 8.43% and 8.93%, respectively. Term Loan A
and Term Loan B are each payable in separate quarterly installments. The final
maturity of Term Loan A is November 30, 2005 and the final maturity of Term
Loan B is November 30, 2006. Borrowings under the Revolving Credit Facility
are due on November 30, 2005. In addition, the Company issued $125 million
principal amount of 11-7/8% senior subordinated notes due July 1, 2009 (the
"Notes") to qualified institutional buyers under a private placement offering
pursuant to Rule 144A and Regulation S of the Securities Act of 1933, which
notes were then exchanged for new notes registered under the Securities Act of
1933 with substantially identical economic terms, resulting in approximately
$120.4 million in proceeds to the Company. Interest is payable on the Notes
semi-annually on January 1 and July 1 of each year. The Notes are unsecured
senior subordinated obligations of the Company, subordinated in right of
payment to all existing and future senior indebtedness of the Company,
including the Credit Facility. Each of the aforementioned debt facilities
contain restrictive covenants. The Secured Credit Agreement requires the
Company to maintain certain financial ratios, as defined therein.
The Credit Facility is collateralized by substantially all of the
assets of the Company and its domestic subsidiaries as more particularly
described in the Credit Agreement dated June 29, 1999 and filed as an exhibit
hereto. The aggregate amounts of existing long-term debt maturing in each of
the next five years are as follows: 2002 - $4,554,000; 2003 - $5,950,000; 2004
- - $5,950,000; 2005 - $7,347,000; 2006 - $34,135,000.
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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.
JUNO LIGHTING, INC.
By: George J. Bilek
---------------------------------------
George J. Bilek, Vice President Finance
(Principal Financial Officer)
Dated: April 17, 2001