FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
______________________________
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ___ to ___
Commission file number 0-21139
DURA AUTOMOTIVE SYSTEMS, INC.
(Exact name of Registrant as specified in its charter)
DELAWARE 38-3185711
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
4508 IDS CENTER 55402
MINNEAPOLIS, MINNESOTA (Zip Code)
(Address of principal executive offices)
(612) 342-2311
(Registrant's telephone number, including area code)
NOT APPLICABLE
(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 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
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The number of shares outstanding of the Registrant's Class A Common Stock,
par value $.01 per share, at July 10, 1997 was 3,848,533 shares. The number
of shares outstanding of the Registrant's Class B Common Stock, par value
$.01 per share, at July 10, 1997 was 4,956,254 shares.
ITEM 1 - FINANCIAL INFORMATION
DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE AMOUNTS - UNAUDITED)
Three Months Ended June 30,
---------------------------
1997 1996
------------ ------------
(Note 4)
Revenues $ 115,350 $ 68,054
Cost of sales 97,089 57,300
------------ ------------
Gross profit 18,261 10,754
Selling, general and administrative expenses 6,601 3,722
Amortization expense 891 210
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Operating income 10,769 6,822
Interest expense, net 1,957 811
------------ ------------
Income before provision for income taxes 8,812 6,011
Provision for income taxes 3,712 2,404
------------ ------------
Net income $ 5,100 $ 3,607
------------ ------------
------------ ------------
Net income per common and common
equivalent share $ 0.58 $ 0.72
------------ ------------
------------ ------------
Weighted average common and common
equivalent shares outstanding 8,863 5,029
------------ ------------
------------ ------------
The accompanying notes are an integral
part of these condensed consolidated statements.
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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(AMOUNTS IN THOUSANDS EXCEPT PER SHARE AMOUNTS - UNAUDITED)
Six Months Ended June 30,
--------------------------
1997 1996
------------ -----------
(Note 4)
Revenues $ 222,717 $ 127,357
Cost of sales 188,542 109,141
------------ -----------
Gross profit 34,175 18,216
Selling, general and administrative expenses 13,829 7,586
Amortization expense 1,774 472
------------ -----------
Operating income 18,572 10,158
Interest expense, net 3,853 1,900
------------ -----------
Income before provision for income taxes 14,719 8,258
Provision for income taxes 6,075 3,304
------------ -----------
Net income $ 8,644 $ 4,954
------------ -----------
------------ -----------
Net income per common and common
equivalent share $ 0.98 $ 0.99
------------ -----------
------------ -----------
Weighted average common and common
equivalent shares outstanding 8,860 5,026
------------ -----------
------------ -----------
The accompanying notes are an integral
part of these condensed consolidated statements.
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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(AMOUNTS IN THOUSANDS)
June 30, December 31,
Assets 1997 1996
- ----------------------------------- ------------ ------------
(unaudited)
Current assets:
Cash and cash equivalents $ 10,779 $ 1,667
Accounts receivable, net 67,913 49,490
Inventories 24,910 18,093
Other current assets 17,651 14,678
------------ ------------
Total current assets 121,253 83,928
Property, plant and equipment, net 62,510 47,347
Goodwill and other assets, net 135,499 114,854
------------ ------------
$ 319,262 $ 246,129
------------ ------------
------------ ------------
Liabilities and Stockholders' Investment
- ----------------------------------------
Current liabilities:
Current maturities of long-term debt $ 2,512 $ 80
Accounts payable 34,782 30,230
Accrued liabilities 42,689 26,090
------------ ------------
Total current liabilities 79,983 56,400
Long-term debt, net of current maturities 119,629 77,376
Other noncurrent liabilities 25,399 24,986
------------ ------------
Stockholders' investment:
Preferred stock -- --
Common stock - Class A 38 38
Common stock - Class B 50 50
Additional paid-in capital 63,282 63,061
Retained earnings 33,030 24,386
Cumulative translation adjustment (2,002) --
Subscriptions receivable (147) (168)
------------ ------------
Total stockholders' investment 94,251 87,367
------------ ------------
$ 319,262 $ 246,129
------------ ------------
------------ ------------
The accompanying notes are an integral
part of these condensed consolidated balance sheets.
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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(AMOUNTS IN THOUSANDS - UNAUDITED)
Six Months Ended June 30,
-------------------------
1997 1996
----------- ------------
OPERATING ACTIVITIES:
Net income $ 8,644 $ 4,954
Adjustments to reconcile net income to
net cash provided by operating activities -
Depreciation and amortization 6,826 3,073
Deferred income tax provision - 1,658
Changes in other operating items (9,505) (102)
----------- ----------
Net cash provided by operating activities 5,965 9,583
----------- ----------
INVESTING ACTIVITIES:
Acquisitions, net of cash acquired (21,181) -
Capital expenditures, net (5,227) (2,076)
Other, net - (305)
----------- ----------
Net cash used in investing activities (26,408) (2,381)
----------- ----------
FINANCING ACTIVITIES:
Borrowings under revolving credit facility 138,225 62,500
Repayment of revolving credit facility (106,000) (65,750)
Repayments of debt (2,675) (2,435)
Other, net 220 (10)
----------- ---------
Net cash provided by (used in)
financing activities 29,770 (5,695)
----------- ---------
EFFECT OF EXCHANGE RATE ON CASH (215) -
----------- ---------
NET CHANGE IN CASH AND CASH EQUIVALENTS 9,112 1,507
CASH AND CASH EQUIVALENTS:
Beginning of period 1,667 1,732
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End of period $ 10,779 $ 3,239
----------- ---------
----------- ---------
The accompanying notes are an integral
part of these condensed consolidated statements.
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DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. The accompanying condensed consolidated financial statements have
been prepared by Dura Automotive Systems, Inc. (the "Company"), without
audit, pursuant to the rules and regulations of the Securities and
Exchange Commission. The information furnished in the condensed
consolidated financial statements includes normal recurring adjustments
and reflects all adjustments which are, in the opinion of management,
necessary for a fair presentation of such financial statements. Certain
information and footnote disclosures normally included in financial
statements prepared in accordance with generally accepted accounting
principles have been condensed or omitted pursuant to such rules and
regulations. Although the Company believes that the disclosures are
adequate to make the information presented not misleading, it is
suggested that these condensed consolidated financial statements be read
in conjunction with the audited financial statements and the notes
thereto included in the Company's 1996 Annual Report to Stockholders.
Revenues and operating results for the three and six months ended
June 30, 1997 are not necessarily indicative of the results to be
expected for the full year.
2. On August 14, 1996, the Company completed an initial public offering
of 3,795,000 shares of its Class A common stock at $14.50 per share (the
"Offering"). The Company received net proceeds of approximately $50
million from the Offering. Net proceeds from the Offering were used to
repay certain outstanding indebtedness. Immediately prior to the
completion of the Offering, the Company's board of directors and
stockholders approved an Amended and Restated Certificate of
Incorporation and a recapitalization pursuant to which the outstanding
shares of the Company's Class A, B and C common stock were exchanged for
4,998,254 shares in the aggregate of the Company's new Class B common
stock (out of a total of 10,000,000 shares of Class B common stock
authorized for issuance under the Amended and Restated Certificate of
Incorporation). Immediately after the consummation of the
recapitalization and the Offering, the Company had outstanding 8,793,254
shares of common stock. The accompanying unaudited condensed
consolidated financial statements have been retroactively restated to
give effect to the recapitalization as if it had occurred at the
beginning of the earliest period presented.
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3. Inventories consisted of the following (in thousands):
June 30, 1997 Dec. 31, 1996
------------- -------------
Raw materials $ 11,413 $ 9,384
Work in process 8,885 4,767
Finished goods 4,612 3,942
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$ 24,910 $ 18,093
----------- -----------
----------- -----------
4. In August 1996, the Company formed a joint venture with Excel
Industries, Inc. (Excel) to participate equally in the acquisition of a
26 percent interest in Pollone, S.A. (Pollone), a manufacturer of
automotive components and mechanical assemblies headquartered in Sao
Paulo, Brazil, for $5 million in total. The Company has accounted for
its portion of this investment using the cost method of accounting. The
Company has also loaned Pollone an additional $5.25 million pursuant to
notes which bear interest at approximately 7% and mature from August
1998 through August 2000. Certain of these notes are convertible into
equity of Pollone, at the Company's option. The investment and the notes
are included in other assets in the accompanying condensed consolidated
balance sheets.
In October 1996, the Company acquired the parking brake business of
Rockwell Light Vehicle Systems France S.A. (the French Operations). The
aggregate purchase price was approximately $3.75 million. The parking
brake business is operated from a facility in St. Die, France. The pro
forma effects of this transaction are not material to the Company's
results of operations for the three and six months ended June 30, 1996.
In December 1996, the Company acquired all of the outstanding common
stock of KPI Automotive Group (KPI) from Sparton Corporation for
approximately $78.8 million in cash. KPI manufactures shifter systems,
parking brake mechanisms, brake pedals, underbody spare tire carriers
and airbag components for the North American automotive industry. The
acquisition was financed with proceeds from borrowings under the Company's
bank credit agreement.
In January 1997, the Company acquired all of the outstanding common
stock of the VOFA Group (VOFA) for approximately $38 million in cash and
assumed indebtedness. The purchase was financed with borrowings under
the Company's bank credit agreement. The Company will also make
additional payments of up to approximately $6 million if certain
operating targets are achieved by VOFA in the first three years
following the acquisition. VOFA manufactures shifter cables, brake
cables and other light duty cables for the European automotive and
industrial markets from facilities in Dusseldorf, Gehren and Daun,
Germany and Barcelona, Spain.
In May 1997, the Company acquired the automotive parking brake
business from Excel for approximately $2.9 million. The pro forma
effects of this transaction are not material to the Company's results of
operations for the three and six months ended June 30, 1996 and 1997.
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The accompanying unaudited consolidated pro forma results of
operations for the three and six months ended June 30, 1996 give effect
to the Offering and the acquisitions of KPI and VOFA as if they were
completed at the beginning of the period. The unaudited pro forma
financial information does not purport to represent what the Company's
results of operations would actually have been if such transactions had
occurred at such date or to project the Company's results of future
operations (in thousands, except per share data):
Pro Forma Pro Forma
Three Months Ended Six Months Ended
June 30, 1996 June 30, 1996
------------------ ------------------
Revenues $ 116,699 $ 217,470
------------------ ------------------
------------------ ------------------
Operating income $ 10,427 $ 16,885
------------------ ------------------
------------------ ------------------
Net income $ 5,159 $ 7,762
------------------ ------------------
------------------ ------------------
Weighted average common
and common equivalent
shares outstanding 8,824 8,824
------------------ ------------------
------------------ ------------------
Net income per common
and common equivalent
share $ 0.58 $ 0.88
------------------ ------------------
------------------ ------------------
5. Long-term debt consisted of the following (in thousands):
June 30, Dec. 31,
1997 1996
------------ -----------
Revolving credit facility $ 109,225 $ 77,000
Other 12,916 456
------------ -----------
122,141 77,456
Less-current maturities (2,512) (80)
------------ -----------
$ 119,629 $ 77,376
------------ -----------
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The Company's bank credit agreement, as amended, consists of a
revolving credit facility with a committed amount of $120 million, is
collateralized by substantially all assets of the Company, matures in
December 2001 and bears interest at the lender's prevailing reference
rate plus .5% or LIBOR plus 1% minus the Eurocurrency Reserve
Percentage, at the discretion of the Company. The agreement also
provides the Company with the ability to borrow in foreign currencies up
to an amount equivalent to $30 million. As of June 30, 1997 $105.5
million of borrowings outstanding under the revolving credit facility
are denominated in US dollars and $3.725 million of borrowings are
denominated in Deutsche Marks. The
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bank credit agreement requires the Company to pay a facility fee on the
commitment amount of .25% and contains various restrictive covenants,
which, among other matters, require the Company to maintain certain
financial ratios, including minimum liquidity and interest coverage.
The bank credit agreement also limits additional indebtedness,
investments, rental obligations and cash dividends. The Company was in
compliance with all such covenants at June 30, 1997. In addition, the
Company has outstanding letters of credit in the amount of $1.7 million
expiring through October 1997.
6. During March 1997, the Financial Accounting Standards Board released
Statement of Financial Accounting Standards No. 128 ("SFAS 128"),
"Earnings per Share", which requires the disclosure of basic earnings
per share and diluted earnings per share. The Company expects to adopt
SFAS 128 in fiscal 1998 and anticipates it will not have a material
impact on previously reported earnings per share.
7. In August 1997, the Company announced that it signed a definitive
agreement to acquire GT Automotive Systems, Inc. (GT Automotive),
headquartered in Livonia, Michigan. GT Automotive has manufacturing
facilities in Livonia and Warren, Michigan and Windsor and Brantford,
Ontario, Canada, with annual revenues of approximately $70 million. The
acquisition is subject to regulatory approval and other customary
matters. Initial consideration for the acquisition of GT Automotive is
$45 million in cash. The Company expects to amend its revolving credit
facility to finance the acquisition. Closing is expected to occur during
the third quarter of 1997.
8. Supplemental cash flow information (in thousands):
Three Months Ended Six Months Ended
June 30, June 30,
------------------- -----------------
1997 1996 1997 1996
------------------- -----------------
Cash paid for -
Interest $2,248 $935 $3,521 $2,153
Income taxes 2,019 802 2,294 1,052
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ITEM 2: MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
COMPARISON OF THE THREE MONTHS ENDED JUNE 30, 1997 TO THE THREE MONTHS ENDED
JUNE 30, 1996
REVENUES -- Revenues for the three months ended June 30, 1997 increased by
$47.3 million, or 69%, to $115.4 million from $68.1 million for the three months
ended June 30, 1996. The increase in revenues relates primarily to the
acquisitions of KPI Automotive Group (KPI) in December 1996 and the VOFA Group
(VOFA) in January 1997.
COST OF SALES -- Cost of sales for the three months ended June 30, 1997
increased by $39.8 million, or 69%, to $97.1 million from $57.3 million for the
three months ended June 30, 1996. Cost of sales as a percentage of revenues for
the three months ended June 30, 1997 and 1996 was 84.2%. Lower margins from the
KPI and VOFA acquisitions were offset by higher incremental margins on certain
new business, continued cost reduction efforts, including cellular manufacturing
and plant consolidation, and the initial effects of cost reduction opportunities
at KPI and VOFA.
S, G & A EXPENSES -- Selling, general and administrative expenses increased by
$2.9 million, or 78.4%, to $6.6 million for the three months ended June 30, 1997
from $3.7 million for the three months ended June 30, 1996. The increase was
due to increased support for worldwide engineering and marketing efforts
partially offset by initial consolidation opportunities at KPI and VOFA. As a
percentage of revenues, selling, general and administrative expenses were 5.7%
for the three months ended June 30, 1997 compared to 5.5% for the three months
ended June 30, 1996.
INTEREST EXPENSE -- Interest expense for the three months ended June 30, 1997
was $2.0 million compared to $811,000 for the three months ended June 30, 1996.
The increase was due principally to borrowings incurred related to the
acquisitions of KPI and VOFA.
INCOME TAXES -- The effective income tax rate was 42% for the three months
ended June 30, 1997 and 40% for the three months ended June 30, 1996. The
effective rates differed from the statutory rates as a result of higher foreign
tax rates and the effects of state taxes and non-deductible goodwill
amortization.
COMPARISON OF THE SIX MONTHS ENDED JUNE 30, 1997 TO THE SIX MONTHS ENDED JUNE
30, 1996
REVENUES -- Revenues for the six months ended June 30, 1997 increased by $95.3
million, or 74.8%, to $222.7 million from $127.4 million for the six months
ended June 30, 1996. The increase in revenues relates primarily to the
acquisitions of KPI and VOFA.
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COST OF SALES -- Cost of sales for the six months ended June 30, 1997
increased by $79.4 million or 72.8%, to $188.5 million from $109.1 million
for the six months ended June 30, 1996. Cost of sales as a percentage of
revenues for the six months ended June 30, 1997 was 84.7% compared to 85.7%
for the six months ended June 30, 1996. Lower margins from the KPI and VOFA
acquisitions were offset by higher incremental margins on certain new
business, continued cost reduction efforts, including cellular manufacturing
and plant consolidation, and the initial effects of cost reduction
opportunities at KPI and VOFA.
S, G & A EXPENSES -- Selling, general and administrative expenses increased
by $6.2 million, or 81.6%, to $13.8 million for the six months ended June 30,
1997 from $7.6 million for the six months ended June 30, 1996. The increase
is due primarily to incremental costs from the acquisitions of KPI and VOFA.
As a percentage of revenues, selling, general and administrative expenses
were 6.2% for the six months ended June 30, 1997 compared to 6.0% for the six
months ended June 30, 1996.
INTEREST EXPENSE -- Interest expense for the six months ended June 30, 1997
was $3.9 million compared to $1.9 million for the six months ended June 30,
1996. The increase was due principally to borrowings incurred related to the
acquisitions of KPI and VOFA.
INCOME TAXES -- The effective income tax rate was 41.3% for the six months
ended June 30, 1996 and 40.0% for the six months ended June 30, 1996. The
effective rates differed from the statutory rates primarily as a result of
higher foreign tax rates, state taxes and non-deductible goodwill
amortization.
LIQUIDITY AND CAPITAL RESOURCES
On August 14, 1996, the Company completed an initial public offering of
3,795,000 shares of its Class A common stock at a price of $14.50 per share.
The Company realized net proceeds of approximately $50 million from this
offering.
The Company's bank credit agreement consists of a $120 million revolving
credit facility which expires in December 2001. The agreement also provides
the Company with the ability to borrow in foreign currencies up to an amount
equivalent to $30 million. As of June 30, 1997, there was $109.2 million
outstanding under this revolving credit facility including $3.7 million which
is denominated in Duetsche Marks. The bank credit agreement requires the
Company to pay a facility fee on the commitment amount of .25% and contains
various restrictive covenants, which, among other matters, require the
Company to maintain certain financial ratios, including minimum liquidity and
interest coverage. The bank credit agreement also limits additional
indebtedness, investments, rental obligations and cash dividends. The
Company was in compliance with all such covenants at June 30, 1997. In
addition, the Company has outstanding letters of credit in the amount of $1.7
million expiring through October 1997.
In August 1996, the Company formed a joint venture with Excel Industries,
Inc. (Excel) to participate equally in the acquisition of a 26 percent
interest in Pollone, S.A. (Pollone), a manufacturer of automotive components
and mechanical assemblies headquartered in Sao Paulo, Brazil, for $5 million
in total. The Company has accounted for its portion of this investment using
the cost method of accounting. The Company has also loaned Pollone an
additional $5.25 million pursuant to notes which bear interest at
approximately 7% and mature from August 1998 through August 2000. Certain of
these notes are convertible into equity of Pollone, at the Company's option.
- 11 -
In October 1996, the Company acquired the parking brake business of Rockwell
Light Vehicle Systems France S.A. The aggregate purchase price was
approximately $3.75 million. The parking brake business is operated from a
facility in St. Die, France.
In December 1996, the Company acquired all of the outstanding common stock of
KPI from Sparton Corporation for approximately $78.8 million in cash. KPI
manufactures shifter systems, parking brake mechanisms, brake pedals,
underbody spare tire carriers and airbag components for the North American
automotive industry from facilities in Indiana and Michigan. The acquisition
was financed with proceeds from borrowings under the Company's bank credit
agreement.
In January 1997, the Company acquired all of the outstanding common stock of
the VOFA Group (VOFA) for approximately $38 million in cash and assumed
indebtedness. The Company will also make additional payments of up to
approximately $6 million if certain operating targets are achieved by VOFA in
the first three years following the acquisition. VOFA manufactures shifter
cables, brake cables and other light duty cables for the European automotive
and industrial markets from facilities in Dusseldorf, Gehren and Daun,
Germany and Barcelona, Spain.
In May 1997, the Company acquired the automotive parking brake business from
Excel for approximately $2.9 million. The acquisition was financed with
proceeds from borrowings under the Company's bank credit agreement.
In August 1997, the Company announced that it signed a definitive agreement
to acquire GT Automotive Systems, Inc. (GT Automotive), headquartered in
Livonia, Michigan. GT Automotive has manufacturing facilities in Livonia and
Warren, Michigan and Windsor and Brantford, Ontario, Canada, with annual
revenues of approximately $70 million. Initial consideration for GT
Automotive is $45 million in cash. The acquisition is subject to regulatory
approval and other customary matters. Closing is expected to occur during
the third quarter.
The Company is currently negotiating an amendment to its bank credit
agreement to finance the acquisition of GT Automotive and provide for working
capital and other needs. The Company believes borrowings under its bank
credit agreement, as amended, together with funds generated by the Company's
operations, will provide the Company with sufficient liquidity and capital
resources for working capital, capital expenditures and other needs.
However, any additional significant acquisitions may require additional debt
or equity financing. The Company believes additional financing will be
available from bank lenders, through the issuance of public or private debt
securities or through additional offerings of equity securities.
The Company's principal source of funds has been, and is anticipated to be,
its cash flows from operations. During the six months ended June 30, 1997,
the Company generated cash from operations of $15.5 million before the
effects of changes in working capital compared to $9.7 million in 1996. The
cash generated from operations was used to fund capital expenditures of
approximately $5.2 million and to partially finance the acquisitions referred
to above.
- 12 -
The Company estimates that it will fund approximately $8 million in capital
expenditures for the remaining months of 1997. These capital expenditures
will be used primarily for the purchase of machinery and equipment to support
new business awards, as well as to finance continued cost reduction efforts.
QUARTERLY RESULTS OF OPERATIONS AND SEASONALITY
The Company typically experiences decreased revenues and operating income
during the third calendar quarter of each year due to production shutdowns at
the automotive manufacturers for model changeovers and vacations.
EFFECTS OF INFLATION
Inflation generally affects the Company by increasing the interest expense of
floating rate indebtedness and by increasing the cost of labor, equipment and
raw materials. Management believes that inflation has had an effect on the
Company's business over the past 18 months due to rising labor costs and raw
material costs, primarily steel, although at a rate below the producer price
index. Although certain of the Company's customer contracts provide that
increases in the Company's cost of raw materials in certain circumstances may
be passed through to its customers, prevailing industry practices have not
allowed the Company to pass such costs on to its customers.
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PART II. OTHER INFORMATION
DURA AUTOMOTIVE SYSTEMS, INC. AND SUBSIDIARIES
Item 1. Legal Proceedings:
Other than as reported in the Company's 1996 Annual Report on Form
10-K under the caption "Legal Proceedings," the Company is not
currently a party to any material pending legal proceedings, other
than routine matters incidental to the business of the Company.
Item 2. Change in Securities:
None
Item 3. Defaults Upon Senior Securities:
None
Item 4. Submission of Matters to a Vote of Security Holders:
The registrant held its Annual Meeting of Stockholders on May 14,
1997. Proxies for the meeting were solicited pursuant to Regulation
14. There was no solicitation in opposition to management's
nominees for directors as listed in the Proxy Statement, and all
such nominees (Neil C. Anderson, Robert E. Brooker, Jr., W.H.
Clement, Jack K. Edwards, Robert R. Hibbs, S.A. Johnson, James L.
O'Loughlin, William L. Orscheln, Eric J. Rosen, Karl F. Storrie and
Barbara A. Westhues) were elected. Of the 51,131,283 votes, at
least 51,126,363 votes granted authority to vote for these
directors and no more than 4,920 abstaining votes were cast.
The retention of Arthur Andersen LLP as auditors was approved by
the stockholders. A total of 51,129,274 affirmative votes, 986
negative votes and 1,023 abstaining votes were cast.
Item 5. Other Information:
None
Item 6. Exhibits and Reports on Form 8-K:
Sequential
(a) Exhibits: Page Number
-----------
11 Statements of Computation of Earnings
Per Share For the Three and Six Months
Ended June 30, 1997 and 1996. 16
(b) During the quarter for which this report is filed,
the Company filed no Form 8-K Current Reports with
the Securities and Exchange Commission.
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SIGNATURE
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.
DURA AUTOMOTIVE SYSTEMS, INC.
Date: August 14, 1997 By /S/ Stephen E.K. Graham
--------------------------------
Stephen E.K. Graham
Vice President, Chief Financial
Officer (principal accounting
and financial officer)
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