BE AEROSPACE, INC.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
Quarterly Report Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
For The Quarterly Period Ended May 26, 2001
Commission File No. 0-18348
BE AEROSPACE, INC.
(Exact name of registrant as specified in its charter)
DELAWARE 06-1209796
(State of Incorporation) (I.R.S. Employer Identification No.)
1400 Corporate Center Way
Wellington, Florida 33414-2105
(Address of principal executive offices)
(561) 791-5000
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 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. YES[X] NO[ ]
The registrant has one class of common stock, $0.01 par value, of which
32,175,775 shares were outstanding as of July 9, 2001.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except share data)
May 26, February 24,
2001 2001
ASSETS
Current Assets:
Cash and cash equivalents $ 143,322 $ 60,271
Accounts receivable - trade, less allowance for doubtful
accounts of $2,953 (May 26, 2001)
and $2,619 (February 24, 2001) 101,204 99,673
Inventories, net 138,200 135,005
Other current assets 51,203 50,150
---------- -----------
Total current assets 433,929 345,099
Property and equipment, net 152,573 157,517
Intangibles and other assets, net 451,453 433,379
---------- -----------
$1,037,955 $ 935,995
========== ===========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Accounts payable $ 53,373 $ 64,671
Accrued liabilities 68,808 99,685
Current portion of long-term debt 826 5,846
---------- -----------
Total current liabilities 123,007 170,202
---------- -----------
Long-term debt 701,506 603,812
Other liabilities 26,922 26,707
Stockholders' Equity:
Preferred stock, $0.01 par value; 1,000,000 shares
authorized; no shares outstanding -- --
Common stock, $0.01 par value; 50,000,000 shares authorized;
32,118,788 (May 26, 2001) and 28,460,583
(February 24, 2001) issued and outstanding 321 285
Additional paid-in capital 368,090 311,506
Accumulated deficit 156,153) (154,602)
Accumulated other comprehensive loss (25,738) (21,915)
---------- -----------
Total stockholders' equity 186,520 135,274
---------- -----------
$1,037,955 $ 935,995
========== ===========
See accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in thousands, except per share data)
Three Months Ended
---------------------------------------
------------------- -------------------
May 26, May 27,
2001 2000
Net sales $176,833 $169,125
Cost of sales 110,927 107,572
-------- --------
Gross profit 65,906 61,553
Operating Expenses:
Selling, general and administrative 24,883 24,041
Research, development and engineering 12,080 12,981
Amortization 6,349 5,868
-------- --------
Total operating expenses 43,312 42,890
-------- --------
Operating earnings 22,594 18,663
Interest expense, net 13,974 13,731
-------- --------
Earnings before income taxes and extraordinary item 8,620 4,932
Income taxes 862 494
-------- --------
Earnings before extraordinary item 7,758 4,438
Extraordinary item 9,309 --
-------- --------
Net (loss) earnings $(1,551) $4,438
======== ========
Basic (loss) earnings per common share:
Earnings before extraordinary item $0.26 $0.18
Extraordinary item (0.31) --
-------- --------
Net (loss) earnings $(0.05) $0.18
======== ========
Diluted net earnings (loss) per common share:
Earnings before extraordinary item $0.25 $0.18
Extraordinary item (0.30) --
-------- --------
Net (loss) earnings $(0.05) $0.18
======== ========
See accompanying notes to condensed consolidated financial statements.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in thousands)
Three Months Ended
------------------------------------------
--------------------- --------------------
May 26, May 27,
2001 2000
CASH FLOWS FROM OPERATING ACTIVITIES:
Net (loss) earnings $ (1,551) $ 4,438
Adjustments to reconcile net earnings to net cash flows (used in)
provided by operating activities:
Extraordinary item 9,309 --
Depreciation and amortization 12,145 10,819
Non-cash employee benefit plan contributions 544 581
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable (731) 2,001
Inventories 1,753 3,333
Other current assets (1,496) 840
Accounts payable (11,422) (4,195)
Accrued liabilities (14,811) (14,470)
--------- ---------
Net cash flows (used in) provided by operating activities (6,260) 3,347
========= =========
CASH FLOWS FROM INVESTING ACTIVITIES:
Acquisitions, net of cash acquired (33,517) --
Capital expenditures (2,664) (4,994)
Change in intangible and other assets (6,547) (2,870)
--------- ---------
Net cash flows used in investing activities (42,728) (7,864)
--------- ---------
CASH FLOWS FROM FINANCING ACTIVITIES:
Net payments under bank credit facilities (66,684) (885)
Proceeds from issuances of stock, net of expenses 56,077 1,020
Principal payments on long-term debt (101,754) --
Proceeds from long-term debt 244,966 --
--------- ---------
Net cash flows provided by financing activities 132,605 135
--------- ---------
Effect of exchange rate changes on cash flows (566) (540)
--------- ---------
Net increase (decrease) in cash and cash equivalents 83,051 (4,922)
Cash and cash equivalents, beginning of period 60,271 37,363
--------- ---------
Cash and cash equivalents, end of period $143,322 $32,441
========= =========
Supplemental disclosures of cash flow information: Cash paid during period
for:
Interest, net $ 23,132 $20,451
Income taxes, net $ 48 $ 476
See accompanying notes to condensed consolidated financial statements.
Notes to Condensed Consolidated Financial Statements May 26, 2001 and May 27,
2000 (Unaudited - Dollars in thousands, except share data)
Note 1. Basis of Presentation
The condensed consolidated financial statements of BE Aerospace,
Inc. and its wholly-owned subsidiaries (the "Company" or "B/E") have
been prepared by the Company and are unaudited pursuant to the rules
and regulations of the Securities and Exchange Commission. Certain
information related to the Company's organization, significant
accounting policies and footnote disclosures normally included in
financial statements prepared in accordance with accounting principles
generally accepted in the United States of America have been condensed
or omitted. In the opinion of management, these unaudited condensed
consolidated financial statements reflect all material adjustments
(consisting only of normal recurring adjustments) necessary for a fair
presentation of the results of operations and statements of financial
position for the interim periods presented. These results are not
necessarily indicative of a full year's results of operations.
Although the Company believes that the disclosures provided are
adequate to make the information presented not misleading, these
unaudited interim condensed consolidated financial statements should be
read in conjunction with the audited consolidated financial statements
and notes thereto included in the Company's Annual Report on Form 10-K
for the fiscal year ended February 24, 2001.
Note 2. Comprehensive Earnings (Loss)
Comprehensive earnings (loss) is defined as all changes in a
company's net assets except changes resulting from transactions with
shareholders. It differs from net earnings (loss) in that certain items
currently recorded to equity would be a part of comprehensive earnings
(loss). The following table sets forth the computation of comprehensive
earnings (loss) for the periods presented:
Three Months Ended
-----------------------------------------------
----------------------- -----------------------
May 26, 2001 May 27, 2000
Net (loss) earnings $(1,551) $4,438
Other comprehensive earnings:
Foreign currency translation adjustments (3,823) (8,284)
------- -------
Comprehensive loss $(5,374) $(3,846)
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Note 3. Segment Reporting
The Company is organized based on the products and services it
offers. Under this organizational structure, the Company has three
reportable segments: Commercial Aircraft Products, Business Jet
Products and Engineering Services.
Each segment reports its results of operations and makes requests
for capital expenditures and acquisition funding to the Company's chief
operational decision-making group. This group is presently comprised of
the Chairman, the President and Chief Executive Officer, and the
Corporate Senior Vice President of Administration and Chief Financial
Officer. Each operating segment has separate management teams and
infrastructures dedicated to providing a full range of products and
services to their commercial and general aviation customers. Corporate
expenses are allocated to reportable segments based upon segment
revenues to consolidated revenues. The Company does not allocate
interest expense to its segments.
The following table presents net sales and operating earnings by
business segment:
Three Months Ended
----------------------------------------
--------------------- ------------------
May 26, 2001 May 27, 2000
Commercial Aircraft Products
Net sales $139,828 $133,658
Operating earnings 17,428 13,461
Business Jet Products
Net sales 22,058 20,808
Operating earnings 2,900 2,831
Engineering Services
Net sales 14,947 14,659
Operating earnings 2,266 2,371
Consolidated
Net sales 176,833 169,125
Operating earnings 22,594 18,663
Note 4. Earnings Per Common Share
Basic net earnings per common share is computed using the
weighted average common shares outstanding during the period. Diluted
net earnings per common share is computed by using the average share
price during the period when calculating the dilutive effect of stock
options. Shares outstanding for the periods presented were as follows:
Three Months Ended
----------------------------------------------
----------------------- ----------------------
May 26, 2001 May 27, 2000
Weighted average common shares outstanding 29,562 25,091
Dilutive effect of employee stock options 1,341 4
------ ------
Diluted shares outstanding 30,903 25,095
Note 5. Recently Issued Accounting Pronouncements
In June 1998, the FASB issued SFAS No. 133, "Accounting for
Derivative Instruments and Hedging Activities", which the Company
adopted effective February 25, 2001. SFAS No. 133, as amended, requires
the Company to record all derivatives on the balance sheet at fair
value. The Company does not currently hold derivatives or engage in
hedging activities; therefore, the effects of adopting SFAS No. 133
were not material.
Note 6. Long-Term Debt
On April 17, 2001 the Company sold $250,000 of 8 7/8% senior
subordinated notes due 2011 in a private offering. The proceeds from
this offering, net of debt issue costs, were approximately $242,800.
Approximately $105,000 of proceeds were used to redeem the Company's 9
7/8% senior subordinated notes due 2006 and approximately $66,700 of
proceeds were used to repay balances outstanding under the Company's
bank credit facility, which was then terminated.
On April 17, 2001 the Company called for redemption of all its 9
7/8% senior subordinated notes on May 17, 2001. The senior subordinated
notes were redeemed at a redemption price equal to 104.97 percent of
the principal amount, together with the accrued interest to the
redemption date. The Company deposited with the trustee on April 17,
2001 funds in an amount sufficient to redeem the 9 7/8% senior
subordinated notes on the redemption date. Upon deposit of these funds,
the indenture governing the 9 7/8% senior subordinated notes was
discharged. The Company incurred an extraordinary charge of $9,309 (net
of tax) for unamortized debt issue costs, redemption premiums and fees
and expenses related to the repurchase of the 9 7/8% Senior
Subordinated Notes.
Note 7. Equity Offering
On May 16, 2001, the Company completed a 5,750,000 share offering
of its common stock at $19.50 per share. Of the total number of shares,
approximately 2,825,000 shares were sold by us and the remainder were
sold by certain selling stockholders. The net proceeds from this
offering were approximately $106,200. Approximately $53,100 was paid to
the former owners of Alson Industries, Inc., T. L. Windust Machine,
Inc., DMGI, Inc. and Maynard Precision, Inc. The Company received
approximately $50,300, net of estimated offering costs, from the sale
of 2,825,000 shares of stock it issued in connection with this
offering.
Note 8. Acquisition
Effective May 8, 2001, the Company acquired the outstanding
common stock of Nelson Aero Space, Inc. for approximately $20,000. This
transaction has been accounted for using purchase accounting. The
assets purchased and liabilities assumed have been reflected in the
accompanying balance sheet as of May 26, 2001. Had the acquisition
occurred on February 25, 2001, proforma statement of operations data
would not have been materially different from that currently being
reported.
[Remainder of page intentionally left blank]
Item 2. Management's Discussion and Analysis of Financial Condition And Results
of Operations (Dollars in thousands, except per share data)
The following discussion and analysis addresses the results of
our operations for the three months ended May 26, 2001, as compared to
our results of operations for the three months ended May 27, 2000. The
discussion and analysis then addresses our liquidity and financial
condition and other matters. See Note 3 for additional information
regarding reportable segments.
Three Months Ended May 26, 2001, As Compared To The Results of
Operations For The Three Months Ended May 27, 2000
Net sales for the fiscal 2002 three-month period were $176,833,
or 4.6% greater than net sales of $169,125 for the comparable period in
the prior year. The year over year increase in net sales is primarily
attributable to an increase in unit shipments at our commercial
aircraft products and business jet product segments.
Gross profit was $65,906 or 37.3% of net sales for the three
months ended May 26, 2001 as compared to $61,553 or 36.4% of net sales
in the comparable period in the prior year. This gross margin
improvement was due to manufacturing efficiencies realized in our
commercial aircraft operations. Lean manufacturing and continuous
improvement programs are enabling the commercial aircraft products
businesses to reduce costs, improve quality and productivity and
accelerate the order fulfillment cycle.
Selling, general and administrative expenses were $24,883 or
14.1% of net sales for the three months ended May 26, 2001 as compared
to $24,041 or 14.2% of net sales in the comparable period in the prior
year. The year over year increase in selling, general and
administrative expenses was primarily attributable to costs associated
with the lean manufacturing initiatives now underway at each operating
plant, along with implementation costs and increased depreciation
expense associated with our Enterprise Resource Planning system.
Research, development and engineering expenses were $12,080 or
6.8% of net sales for the three months ended May 26, 2001, as compared
with $12,981 in the comparable period in the prior year. The year over
year decrease in research, development and engineering expenses is
primarily attributable to the timing of customer programs.
Amortization expense for the quarter ended May 26, 2001 of $6,349
was $481 greater than the amount recorded in the first quarter of
fiscal 2001 and is due to acquisitions completed in the prior year.
We generated operating earnings of $22,594 or 12.8% of net sales
as compared to operating earnings of $18,663 or 11.0% of net sales
during the comparable period in the prior year. The increase in
operating earnings in the current period is primarily the result of
higher sales, a 90 basis point improvement in gross margin and
essentially unchanged operating expenses.
Interest expense, net was $13,974 for the three months ended May
26, 2001, or $243 greater than interest expense of $13,731 for the
comparable period in the prior year. The increase in interest expense
is due to the newly issued 8 7/8% senior subordinated notes, net of
interest income from the proceeds from our recent debt and equity
offerings.
Earnings before income taxes and extraordinary item in the
current quarter were $8,620, or 75% greater, as compared to $4,932 in
the prior year's comparable period. Income tax expense for the quarter
ended May 26, 2001 was $862, as compared to $494 in the prior year's
comparable period.
Earnings before extraordinary item were $7,758 or $.25 per share
(diluted) for the three months ended May 26, 2001, as compared to
$4,438 or $0.18 (diluted) per share for the comparable period in the
prior year.
The Company incurred an extraordinary charge of $9,309 (net of
tax) during the quarter ended May 26, 2001 related to the early
redemption of its 9 7/8% Senior Subordinated Notes and repayment of its
Bank Credit Facility. As a result, the Company reported a net loss and
net loss per share of $1,551 and $0.05, respectively, as compared to
net earnings and net earnings per share of $4,438 and $0.18 per share,
respectively, in the prior year.
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Liquidity and Capital Resources
Our liquidity requirements consist of working capital needs,
on-going capital expenditures and scheduled payments of interest and
principal on indebtedness. Our working capital was $310,922 as of May
26, 2001, as compared to $174,897 as of February 24, 2001.
At May 26, 2001, our cash and cash equivalents were $143,322, as
compared to $60,271 at February 24, 2001. Cash used in operating
activities was $6,260 for the three months ended May 26, 2001. Cash
provided from earnings (net earnings adjusted for non-cash items), was
$20,447 and was offset by a use of cash of $26,707 to fund working
capital requirements. Our primary requirement for working capital
during the three months period related to a decrease in accounts
payable of $11,422 and a decrease in accrued interest and other
liabilities of $14,811.
We hold a promissory note from Thomson - CSF Holding Corporation,
a subsidiary of The Thales Group (a public traded French company with
over $9,000,000 in sales). We are currently involved in a dispute with
Thales over certain terms of the purchase and sales agreement. Thomson
- CSF Holding Corporation failed to make a $15,700 payment when due in
October 2000. These obligations to us are guaranteed by Thomson - CSF
Sextant, Inc. We have initiated arbitration against Thales and Thomson
and expect that this matter will be resolved during fiscal 2002.
During the three months ended May 26, 2001, we used $33,517 of
cash for business acquisitions. Our capital expenditures were $2,664
and $4,994 during the three months ended May 26, 2001 and May 27, 2000,
respectively. The year over year decrease in capital expenditures is
primarily attributable to the timing of planned expenditures. We
anticipate on-going annual capital expenditures of approximately
$25,000 for the next several years.
On April 17, 2001 we sold $250,000 of 8 7/8% senior subordinated
notes due 2011 in a private offering. The net proceeds less estimated
debt issue costs received by us from the sale of the notes were
approximately $242,800. Approximately $105,000 of proceeds were used to
redeem our 9 7/8% senior subordinated notes due 2006 and approximately
$66,700 of proceeds were used to repay balances outstanding under our
bank credit facility, which was then terminated. The remainder of the
net proceeds will be used for general corporate purposes, including
potential future acquisitions.
We repaid and cancelled our bank credit facility on April 17,
2001 upon the settlement of the sale of $250,000 of 8 7/8% senior
subordinated notes in our recent debt offering. We intend to replace
our existing bank credit facility with a new credit facility as soon as
reasonably practicable. We are currently in the process of arranging a
new bank credit facility. When the credit agreement becomes effective,
we do not expect to immediately incur any additional debt.
On April 17, 2001 we called for redemption of all our 9 7/8%
senior subordinated notes on May 17, 2001. We redeemed the notes at a
redemption price equal to 104.97 percent of the principal amount,
together with the accrued interest to the redemption date. We deposited
with the trustee on April 17, 2001 funds in an amount sufficient to
redeem the 9 7/8% senior subordinated notes on the redemption date.
Upon deposit of these funds, the indenture governing the 9 7/8% senior
subordinated notes was discharged. We incurred an extraordinary charge
of $9,309 (net of tax) for unamortized debt issue costs, redemption
premiums and fees and expenses related to the repurchase of the 9 7/8%
Senior Subordinated Notes.
On May 16, 2001, we completed a 5,750,000 share offering of our
common stock at $19.50 per share. Of the total number of shares,
approximately 2,825,000 shares were sold by us and the remainder were
sold by certain selling stockholders. The net proceeds from this
offering were approximately $106,200. Approximately $53,100 was paid to
the former owners of Alson Industries, Inc., T. L. Windust Machine,
Inc., DMGI, Inc. and Maynard Precision, Inc. The Company received
approximately $50,300, net of estimated offering costs, from the sale
of 2,825,000 shares of stock issued in connection with this offering.
We believe that the cash flow from operations and the net
proceeds of our recent debt and equity offerings will provide adequate
funds for our working capital needs, planned capital expenditures and
debt service requirements for the foreseeable future. We believe that
we will be able to replace our bank credit facility, which was recently
terminated, although there can be no assurance that we will be able to
do so. Our ability to fund our operations, make planned capital
expenditures, make scheduled payments and refinance our indebtedness
depends on our future operating performance and cash flow, which, in
turn, are subject to prevailing economic conditions and to financial,
business and other factors, some of which are beyond our control.
Deferred Tax Assets
We established a valuation allowance related to the utilization
of our deferred tax assets because of uncertainties that preclude it
from determining that it is more likely than not that we will be able
to generate taxable income to realize such assets during the federal
operating loss carryforward period, which begins to expire in 2012.
These uncertainties include recent cumulative losses incurred by us,
the highly cyclical nature of the industry in which we operate,
economic conditions in Asia which has impacted the airframe
manufacturers and the airlines, the impact of rising fuel prices on our
airline customers, the impact of labor disputes involving our airline
customers, our high degree of financial leverage and risks associated
with the integration of acquisitions. We monitor these uncertainties,
as well as other positive and negative factors that may arise in the
future, as it assesses the necessity for a valuation allowance for its
deferred tax assets.
Dependence Upon Conditions In The Airline Industry
Our principal customers are the world's commercial airlines. As a
result, our business is directly dependent upon the conditions in the
highly cyclical and competitive commercial airline industry. In the
late 1980s and early 1990s, the world airline industry suffered a
severe downturn, which resulted in record losses and several air
carriers seeking protection under bankruptcy laws. As a consequence,
during such period, airlines sought to conserve cash by reducing or
deferring scheduled cabin interior refurbishment and upgrade programs
and by delaying purchases of new aircraft. This led to a significant
contraction in the commercial aircraft cabin interior products industry
and a decline in our business and profitability. Since 2000, increases
in fuel prices, the softening of the global economy and labor unrest
have negatively impacted airline profitability. A number of airlines
have announced that they expect these trends to continue in calendar
year 2001. Should the airline industry suffer a severe and prolonged
downturn which adversely affects their profitability, discretionary
airline spending, including for new aircraft and cabin interior
refurbishments and upgrades, would be more closely monitored or even
reduced. In addition, any prolonged labor unrest experienced by any of
our major customers could lead to a delay in their scheduled
refurbishment and upgrade programs. Lower capital spending by the
airlines or delays in scheduled programs could lead to reduced orders
of our products and services and, as a result, our business and
profitability could suffer. Our business and profitability have
historically been adversely affected by downturns in the airline
industry.
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Forward Looking Statements
This Form 10-Q includes forward-looking statements based on our
current expectations, assumptions, estimates and projections about our
company and our industry. Forward-looking statements include all
statements that do not relate solely to historical or current facts,
and can be identified by the use of words such as "could," "may,"
"believe," "will," "expect," "project," "estimate," "intend,"
"anticipate," "plan," "continue," "predict," "expectations" or other
similar words. These statements, including statements regarding our
future financial performance and other projections of measures of
future financial performance of our company, are based on our current
plans and expectations and involve risks and uncertainties that could
cause actual future events or results to be different from those
described in or implied by such statements. While we believe these
forward-looking statements to be reasonable, projections are
necessarily speculative in nature, and it can be expected that one or
more of the estimates on which the projections were based may vary
significantly from actual results, which variations may be material and
adverse. As a result, because these statements are based on
expectations as to future performance and events and are not statements
of fact, actual events or results may differ materially from those
projected. Factors that might cause such a difference include those
discussed in our filings with the Securities and Exchange Commission,
including but not limited to our most recent proxy statement and under
the heading "Risk Factors" in our most recent Form 10-K as well as
future events that may have the effect of reducing our available
operating income and cash balances, such as:
- unexpected operating losses,
- the impact of rising fuel prices on our airline customers,
- delays in, or unexpected costs associated with, the integration
of our acquired businesses,
- conditions in the airline industry,
- problems meeting customer delivery requirements,
- new or expected refurbishments,
- capital expenditures,
- cash expenditures related to possible future acquisitions,
- labor disputes involving us, our significant customers or
airframe manufacturers,
- the possibility of a write-down of intangible assets,
- delays or inefficiencies in the introduction of new products or
- fluctuations in currency exchange rates.
We undertake no obligation to publicly update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise. You are cautioned not to unduly rely on
such forward-looking statements when evaluating the information
presented herein. These statements should be considered only after
carefully reading this entire Form 10-Q and the documents incorporated
herein by reference.
Item 3. Quantitative and Qualitative Disclosures about Market Risk
During the three months ended May 26, 2001, there were no
material changes to the disclosure about market risk included in the
Company's Annual Report on Form 10-K for the fiscal year ended February
24, 2001.
PART II - OTHER INFORMATION
Item 1. Legal Proceedings Not applicable.
Item 2. Changes in Securities
The following is a summary of the transactions by the Company as
to equity securities for the three months ended May 26, 2001 that were
not registered under the Securities Act of 1933, as amended:
In April 2001, an aggregate of 51,345 shares of the Company's
Common Stock were issued to JCDL, Inc. in connection with the
acquisitions of Alson Industries Inc., T.L. Windust Machine, Inc.,
DMGI, Inc. and Maynard Precision Inc. as consideration for financial
advisory services and other assistance to the Company in connection
with these acquisitions. These securities were issued pursuant to the
exemption available under Section 4(2) of the Securities Act of 1933,
as amended, for transactions not involving a public offering.
Item 3. Defaults Upon Senior Securities Not applicable.
Item 4. Submission of Matters to a Vote of Security Holders Not applicable.
Item 5. Other Information None.
Item 6. Exhibits and Reports on Form 8-K
a. Reports on Form 8-K None.
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.
BE AEROSPACE, INC.
Date: July 9, 2001 By: /s/Robert J. Khoury
President and
Chief Executive Officer
Date: July 9, 2001 By: /s/Thomas P. McCaffrey
Corporate Senior Vice President of
Administration and Chief
Financial Officer