BE Aerospace, Inc.
1994 Employee Stock Purchase Plan
Financial Statements for the Years Ended February 29, 2000 and
February 28, 1999, and Independent Auditors' Report
BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
TABLE OF CONTENTS
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Page
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statements of net assets available for benefits
as of February 29, 2000 and February 28, 1999 2
Statements of changes in net assets available for benefits
for the years ended February 29, 2000 and February 28, 1999 3
Notes to financial statements for the years ended
February 29, 2000 and February 28, 1999 4
All schedules pursuant to the Department of Labor's rules and regulations are
omitted because of the absence of the conditions under which they are required.
INDEPENDENT AUDITORS' REPORT
The Benefits Administrative Committee
BE Aerospace, Inc.
1994 Employee Stock Purchase Plan
Wellington, Florida
We have audited the accompanying statements of net assets available for benefits
of BE Aerospace, Inc. 1994 Employee Stock Purchase Plan (the Plan) as of
February 29, 2000 and February 28, 1999, and the related statements of changes
in net assets available for benefits for the years then ended. These financial
statements are the responsibility of the Plan's Administrative Committee. Our
responsibility is to express an opinion on these financial statements based on
our audits.
We conducted our audits in accordance with auditing standards generally accepted
in the United States of America. Those standards require that we plan and
perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the financial
statements. An audit also includes assessing the accounting principles used and
significant estimates made by management, as well as evaluating the overall
financial statement presentation. We believe that our audits provide a
reasonable basis for our opinion.
In our opinion, such financial statements present fairly, in all material
respects, the net assets available for benefits of BE Aerospace, Inc. 1994
Employee Stock Purchase Plan as of February 29, 2000 and February 28, 1999, and
the changes in net assets available for benefits for the years then ended in
conformity with accounting principles generally accepted in the United States of
America.
DELOITTE & TOUCHE LLP
Costa Mesa, California
April 7, 2000
BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
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2000 1999
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ASSETS - Cash and cash equivalents $ 1,024,881 $ 1,256,484
LIABILITIES - Stock subscribed 1,021,363 1,255,781
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NOTE ASSETS AVAILABLE FOR BENEFITS $ 3,518 $ 703
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See notes to financial statements.
B/E AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
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2000 1999
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NET ASSETS AVAILABLE FOR BENEFITS,
beginning of period $ 703 $ 5,070
ADDITIONS TO NET ASSETS ATTRIBUTED TO -
Participant payroll deductions 2,356,325 2,167,239
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO -
Purchase of BE Aerospace common stock 2,353,510 2,171,606
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NET ASSETS AVAILABLE FOR BENEFITS,
end of period $ 3,518 $ 703
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See notes to financial statements.
BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999
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1. GENERAL AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
DESCRIPTION OF PLAN - Effective April 1, 1994, BE Aerospace, Inc. (the
Company) adopted the BE Aerospace, Inc. 1994 Employee Stock Purchase
Plan (the Plan).
The Company is the Plan sponsor. All employees (participants) with a
minimum of 90 days' service, who generally complete a minimum of 20
hours of service per week, are eligible to participate. Under the Plan,
contributions are made by participants who choose to contribute from 2%
to 15% of their total gross pay.
Common stock of the Company is purchased on approximately February 28
and August 31. The purchase price is 85% of the lesser of the fair value
of either the first day or last day of each Option Period, which is
approximately six months in length ending on each purchase date.
Participants are allocated a pro rata share of stock consistent with the
balance of the participant account. The stock is then issued by the Plan
transfer agent, Boston Equiserve, directly to the participant. The
maximum number of shares available for each option period to an
individual is the largest whole number of shares which, when multiplied
by the fair market value of the Company stock at the beginning of the
option period, produces a dollar amount of $12,500 or less.
Stock Subscribed - The Plan issues the stock to participants subsequent
to the end of each Option Period but dated the last day of the Option
Period. Therefore, a liability for stock purchased by the Plan but not
yet distributed to the participants has been reflected as stock
subscribed in the accompanying statements of net assets available for
benefits as of February 29, 2000 and February 28, 1999.
Stock purchased by the Plan for the years ended February 29, 2000 and
February 28, 1999, was 241,645 and 151,931 shares, respectively.
TERMINATION BENEFITS AND VESTING - Upon termination of employment with
the Company, a participant is entitled to receive all contributions not
yet used to acquire stock of the Company.
CASH AND CASH EQUIVALENTS - Cash and cash equivalents consist of highly
liquid investments purchased with original maturities of 90 days or
less.
Income Tax - The Plan administrator believes that the Plan is currently
designed and being operated in compliance with the applicable
requirements of the Internal Revenue Code of 1986. Plan assets consist
of cash not yet used to purchase common stock. Such cash remains an
asset of the Company until used to purchase common stock. Accordingly,
Plan assets are not held in trust and, therefore, the Plan is not
subject to income tax.
BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED FEBRUARY 29, 2000 AND FEBRUARY 28, 1999 (Continued)
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Administrative Expenses - Administrative expenses have been paid
directly by the Company and, accordingly, are not reflected in the
Plan's financial statements. There is no written agreement requiring the
Company to pay these expenses, and the Company may elect to stop paying
Plan expenses at any time.
2. PLAN TERMINATION
Although it has not expressed any intent to do so, the Company has the
right under the Plan to terminate the Plan.
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