SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
------------------------------
FORM 10-Q
|X| QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended September 30, 2001
------------------------
|_| TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
333-33572
----------------------
Commission File Number
DIAMOND TRIUMPH AUTO GLASS, INC.
------------------------------------------------------
(Exact name of registrant as specified in its charter)
DELAWARE 23-2758853
- ------------------------------- ------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
220 DIVISION STREET, KINGSTON, PENNSYLVANIA, 18704
------------------------------------------------------------
(Address, including zip code of principal executive offices)
(570) 287-9915
---------------------------------------
(Telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports to
be filed by Section 13 or Section 15(d) of the Securities and 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 |_|
As of November 14, 2001, there were 1,000,000 shares outstanding of
Diamond's Common Stock ($.01 par value) and 35,000 shares outstanding of
Diamond's Series A 12% Senior Redeemable Cumulative Preferred Stock ($.01 par
value).
DIAMOND TRIUMPH AUTO GLASS, INC.
Form 10-Q
For the Quarter Ended September 30, 2001
INDEX
Page No.
--------
Part I. Financial Information
Item 1. Financial Statements
Condensed Balance Sheets -
September 30, 2001 and December 31, 2000................ 1
Condensed Statements of Operations -
Three Months Ended September 30, 2001 and 2000.......... 2
Condensed Statements of Operations -
Nine Months Ended September 30, 2001 and 2000........... 3
Condensed Statements of Cash Flows -
Nine Months Ended September 30, 2001 and 2000........... 4
Notes to Condensed Financial Statements................... 5
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations....................... 7
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K.......................... 12
Signature................................................. 13
(i)
PART I
FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
DIAMOND TRIUMPH AUTO GLASS, INC.
CONDENSED BALANCE SHEETS
(Dollars in Thousands except per share amounts)
September 30, 2001 December 31, 2000
------------------ -----------------
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents $ 6,811 $ 25
Accounts receivable, net 15,829 13,977
Other receivables 52 373
Inventories 18,389 14,581
Prepaid expenses 1,309 1,084
Deferred income taxes 1,962 3,285
--------- ---------
Total current assets 44,352 33,325
--------- ---------
Equipment and leasehold improvements, net 6,955 6,154
Deferred loan costs and senior notes discount, net 5,420 6,073
Deferred income taxes 38,633 42,039
Other assets 543 404
--------- ---------
Total assets $ 95,903 $ 87,995
========= =========
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
Current liabilities:
Accounts payable $ 9,854 $ 11,952
Accrued expenses:
Payroll and related items 5,026 4,226
Accrued interest 4,630 2,329
Accrued income taxes 1,554 1,322
Other 575 492
--------- ---------
Total accrued expenses 11,785 8,369
--------- ---------
Total current liabilities 21,639 20,321
--------- ---------
Long-term debt:
Credit facility -- 500
Senior notes 100,000 100,000
--------- ---------
Total long-term debt 100,000 100,500
--------- ---------
Total liabilities 121,639 120,821
--------- ---------
Series A 12% senior redeemable cumulative preferred
stock - par value $0.01 per share; authorized 100,000
shares; issued and outstanding 35,000 shares in 2001
and 2000, at liquidation preference value 52,941 48,449
--------- ---------
Stockholders' equity (deficit):
Common stock, 2001 and 2000 par value $0.01 per share;
authorized 1,100,000 shares; issued and outstanding
1,000,000 shares 10 10
Additional paid-in capital 42,852 47,344
Retained earnings (accumulated deficit) (121,539) (128,629)
--------- ---------
Total stockholders' equity (deficit) (78,677) (81,275)
--------- ---------
Total liabilities and stockholders' equity (deficit) $ 95,903 $ 87,995
========= =========
See notes to condensed financial statements
1
DIAMOND TRIUMPH AUTO GLASS, INC.
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in Thousands except per share amounts)
Three Months Ended Three Months Ended
September 30, 2001 September 30, 2000
----------------- -----------------
Net sales $ 52,304 $ 48,628
Cost of sales 15,216 14,806
-------- --------
Gross profit 37,088 33,822
Operating expenses 32,083 29,086
-------- --------
Income from operations 5,005 4,736
Other (income) expense:
Interest income (59) (8)
Interest expense 2,571 2,577
-------- --------
2,512 2,569
-------- --------
Income before provision for income taxes 2,493 2,167
Provision for income taxes 999 862
-------- --------
Net income 1,494 1,305
Preferred stock dividends 1,542 1,370
-------- --------
Net (loss) applicable to common stockholders $ (48) $ (65)
======== ========
See notes to condensed financial statements
2
DIAMOND TRIUMPH AUTO GLASS, INC.
CONDENSED STATEMENTS OF OPERATIONS (UNAUDITED)
(Dollars in Thousands except per share amounts)
Nine Months Ended Nine Months Ended
September 30, 2001 September 30, 2000
------------------ ------------------
Net sales $ 158,210 $ 142,446
Cost of sales 45,058 44,077
--------- ---------
Gross profit 113,152 98,369
Operating expenses 93,740 82,924
--------- ---------
Income from operations 19,412 15,445
Other (income) expense:
Interest income (140) (52)
Interest expense 7,732 8,060
--------- ---------
7,592 8,008
--------- ---------
Income before provision for income taxes and
extraordinary loss on extinguishment of debt 11,820 7,437
Provision for income taxes 4,730 2,965
--------- ---------
Net income before extraordinary item 7,090 4,472
Extraordinary loss on extinguishment of debt,
net of income taxes of $336 -- 504
--------- ---------
Net income 7,090 3,968
Preferred stock dividends 4,492 3,991
--------- ---------
Net income (loss) applicable to common stockholders $ 2,598 $ (23)
========= =========
See notes to condensed financial statements
3
DIAMOND TRIUMPH AUTO GLASS, INC.
CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED)
(Dollars in Thousands except per share amounts)
Nine Months Ended Nine Months Ended
September 30, 2001 September 30, 2000
------------------ ------------------
OPERATING ACTIVITIES
Net cash provided by operating activities $ 10,000 $ 8,399
-------- --------
INVESTING ACTIVITIES
Capital expenditures (2,732) (667)
Proceeds from sale of equipment 214 34
(Increase) decrease in other assets (141) 5
-------- --------
Net cash (used in) investing activities (2,659) (628)
-------- --------
FINANCING ACTIVITIES
Net proceeds from credit facility 2,500 9,500
Payments on credit facility (3,000) (17,000)
Deferred loan cost (55) (330)
-------- --------
Net cash (used in) financing activities $ (555) $ (7,830)
-------- --------
NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 6,786 (59)
Cash and cash equivalents, beginning of period 25 94
-------- --------
Cash and cash equivalents, end of period $ 6,811 $ 35
======== ========
See notes to condensed financial statements
4
DIAMOND TRIUMPH AUTO GLASS, INC.
NOTES TO FINANCIAL STATEMENTS (unaudited)
(Dollars in thousands except per share amounts)
Note 1. Significant Accounting Policies
These interim financial statements are unaudited but, in the opinion
of management, reflect all adjustments (consisting only of normal
recurring adjustments) necessary to present fairly the data for
these periods. The interim financial statements should be read in
conjunction with the audited financial statements and notes thereto
contained in Diamond's Annual Report on Form 10-K for the fiscal
year ended December 31, 2000. Diamond's results for interim periods
are not normally indicative of results to be expected for the fiscal
year. Weather has historically affected Diamond's sales, net income
and EBITDA, with severe weather generating increased sales, net
income and EBITDA and mild weather resulting in lower sales, net
income and EBITDA. In addition, Diamond's business is somewhat
seasonal, with the first and fourth calendar quarters traditionally
its slowest periods of activity.
Preferred Stock - At September 30, 2001 and December 31, 2000, the
liquidation value of the Preferred Stock recorded on Diamond's
Balance Sheet was $52,941 and $48,449, respectively, which includes
dividends of $17,941 and $13,449, respectively, added to the
liquidation value.
Long-Term Debt:
Credit Facility - On March 27, 2000, Diamond entered into a
revolving credit facility (the "Credit Facility"). The Credit
Facility has an initial term of four years and provides for
revolving advances of up to the lesser of: (1) $25,000; (2) the sum
of 85% of Diamond's Eligible Accounts Receivable (as defined in the
Credit Facility) plus 85% of Diamond's Eligible Inventory (as
defined in the Credit Facility), less certain reserves; or (3) an
amount equal to 1.5 times Diamond's EBITDA (as defined in the Credit
Facility) for the prior twelve months. A portion of the Credit
Facility, not to exceed $3,000, is available for the issuance of
letters of credit, which generally have an initial term of one year
or less. Borrowings under the Credit Facility bear interest, at
Diamond's discretion, at either the Chase Manhattan Bank Rate (as
defined in the Credit Facility) or LIBOR, plus a margin of 0.25% for
the Chase Manhattan Rate and 2.0% for the LIBOR Rate. In addition, a
commitment fee of 0.25% is charged against any unused balance of the
credit facility. Interest rates are subject to increases or
reductions based upon Diamond meeting certain EBITDA levels. The
proceeds of the Credit Facility are available for working capital
requirements and for general corporate purposes. The Credit Facility
is secured by first priority security interests in all of Diamond's
tangible and intangible assets. In addition, the Credit Facility
contains certain restrictive covenants including, among other
things, the maintenance of a minimum EBITDA level for the prior
twelve months, as well as restrictions on additional indebtedness,
dividends and certain other significant transactions. Diamond was in
compliance with these covenants at September 30, 2001.
Note 2. Recent Accounting Pronouncements
In January 2001, Diamond implemented Statement of Financial
Accounting Standards ("SFAS") No. 133, "Accounting for Derivative
Instruments and Hedging Activities." This standard requires that all
derivatives be measured at fair value and recorded on a company's
balance sheet as an asset or liability, depending on the company's
underlying rights or obligations associated with the derivative
instruments. During the quarter ended September 30, 2001, Diamond
had no derivatives and there was no financial statement effect of
implementing SFAS No. 133.
5
In June 2001, the Financial Accounting Standards Board ("FASB") issued SFAS No.
141, "Business Combinations" and SFAS No. 142, "Goodwill and Other Intangible
Assets." The new rules require business combinations initiated after June 30,
2001 to be accounted for using the purchase method of accounting, and after
December 31, 2001 all goodwill will no longer be amortized, but will be subject
to annual impairment tests. In October 2001, the FASB issued SFAS No. 144,
"Accounting for the Impairment or Disposal of Long-Lived Assets." This statement
establishes new rules for determining impairment of certain other long-lived
assets. The adoption of these new standards is not expected to have a material
effect on the operating results or the financial position of Diamond.
6
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
September 11 Events
Diamond believes the September 11, 2001 tragedies had an adverse
impact on its business. Prior to the occurrence of these events, our
sales for September 2001 were trending positively in excess of
September 2000 sales. Subsequent to the occurrence of these events,
Diamond experienced a decline in monthly sales, which continued
through the month of September.
The foregoing should be considered while reviewing Diamond's results
of operations and management's discussion and analysis of financial
condition and results of operations, as the decline in September
2001 net sales and EBITDA adversely impacted the results of
operations for the three month period ended September 30, 2001 and
the nine month period ended September 30, 2001.
Results of Operations
The following table summarizes Diamond's historical results of
operations and historical results of operations as a percentage of
sales for the nine and three months ended September 30, 2001 and
2000.
Nine Months Ended September 30, Three Months Ended September 30,
-------------------------------- -----------------------------
2001 2000 2001 2000
-------------- -------------- ------------- ------------
$ % $ % $ % $ %
----- ----- ----- ----- ---- ----- ---- -----
(dollars in millions) (dollars in millions)
Net Sales .................................................... 158.2 100.0 142.4 100.0 52.3 100.0 48.6 100.0
Cost of Sales ................................................ 45.1 28.5 44.1 31.0 15.2 29.1 14.8 30.5
----- ----- ----- ----- ---- ----- ---- -----
Gross Profit ................................................. 113.1 71.5 98.3 69.0 37.1 70.9 33.8 69.5
Operating Expenses ........................................... 93.7 59.2 82.9 58.2 32.1 61.4 29.1 59.9
----- ----- ----- ----- ---- ----- ---- -----
Income From Operations ....................................... 19.4 12.3 15.4 10.8 5.0 9.6 4.7 9.7
Interest Income .............................................. (0.1) (0.1) (0.1) (0.1) (0.1) (0.2) -- --
Interest Expense ............................................. 7.7 4.9 8.1 5.7 2.6 5.0 2.6 5.3
----- ----- ----- ----- ---- ----- ---- -----
7.6 4.8 8.0 5.6 2.5 4.8 2.6 5.3
----- ----- ----- ----- ---- ----- ---- -----
Income before provision for income taxes and extraordinary
loss on extinguishment of debt ........................... 11.8 7.5 7.4 5.2 2.5 4.8 2.1 4.3
Provision for income taxes ................................... 4.7 3.0 2.9 2.0 1.0 1.9 0.8 1.6
----- ----- ----- ----- ---- ----- ---- -----
Net income before extraordinary item ......................... 7.1 4.5 4.5 3.2 1.5 2.9 1.3 2.7
Extraordinary loss on extinguishment of debt, net of taxes ... -- 0.5 0.4 -- -- -- --
----- ----- ----- ----- ---- ----- ---- -----
Net income ................................................... 7.1 4.5 4.0 2.8 1.5 2.9 1.3 2.7
===== ===== ===== ===== ==== ===== ==== =====
EBITDA (1) ................................................... 21.4 13.5 17.6 12.4 5.7 10.9 5.4 11.1
- ----------
(1) EBITDA represents income before taxes, interest expense, depreciation and
amortization expense. While EBITDA is not intended to represent cash flow
from operations as defined by GAAP and should not be considered as an
indicator of operating performance or an alternative to cash flow (as
measured by GAAP) as a measure of liquidity, it is included herein to
provide additional information with respect to Diamond's ability to meet
its future debt service, capital expenditure and working capital
requirements.
7
Nine Months Ended September 30, 2001 Compared to Nine Months Ended September 30,
2000
Net Sales. Net sales for the nine months ended September 30, 2001
increased by $15.8 million, or 11.1%, to $158.2 million from $142.4 million for
the nine months ended September 30, 2000. For the nine months ended September
30, 2001, installation units increased 3.2% and revenue per installation unit
increased an average of 8.6%. The increase in Diamond's average revenue per
installation unit is attributable to stabilization of price compression and to
its sales mix.
Gross Profit. Gross profit for the nine months ended September 30, 2001
increased by $14.8 million, or 15.1%, to $113.1 million from $98.3 million for
the nine months ended September 30, 2000. Gross profit increased as a percentage
of sales to 71.5% for the nine months ended September 30, 2001 from 69.0% for
the nine months ended September 30, 2000. The increase in gross profit for the
nine months ended September 30, 2001 was primarily due to the increased level of
sales and average revenue per installation unit compared to the nine months
ended September 30, 2000.
Operating Expenses. Operating expenses for the nine months ended September
30, 2001 increased by $10.8 million, or 13.0%, to $93.7 million from $82.9
million for the nine months ended September 30, 2000. Operating expenses
increased as a percentage of sales to 59.2% for the nine months ended September
30, 2001 from 58.2% for the nine months ended September 30, 2000. The increase
in operating expense during the nine months ended September 30, 2001 compared to
the nine months ended September 30, 2000 was due to higher wage expenses caused
by certain wage rate pressures, including increased medical insurance and
workers compensation insurance costs, primarily at the service center level. The
increase in aggregate operating expenses was also due to an increase in vehicle
related expenses, increased promotional activity and greater service and
distribution center occupancy costs primarily due to expansion and an overall
growth in sales.
Depreciation and amortization expense for the nine-month period ended
September 30, 2001 decreased by $0.3 million, or 14.3%, to $1.8 million from
$2.1 million for the nine months ended September 30, 2000. This decrease is
primarily related to a continuing decrease in owned vehicles in favor of a
vehicle lease program.
Income From Operations. Income from operations for the nine months ended
September 30, 2001 increased by $4.0 million, or 26.0%, to $19.4 million from
$15.4 million for the nine months ended September 30, 2000. This increase was
primarily due to the increase in average revenue per installation unit and was
partially offset by an increase in operating expenses as discussed above.
Interest Expense. Interest expense for the nine months ended September 30,
2001 decreased $0.4 million to $7.7 million from $8.1 million for the nine
months ended September 30, 2000. Cash interest expense was $7.0 million for the
nine months ended September 30, 2001 compared to $7.4 million for the nine
months ended September 30, 2000. The decrease was primarily due to a reduction
in outstanding borrowings under the credit facility during the nine months ended
September 30, 2001 compared to the nine months ended September 30, 2000.
Net Income. Net income for the nine months ended September 30, 2001
increased by $3.1 million to $7.1 million from $4.0 million for the nine months
ended September 30, 2000. Net income as a percentage of sales increased to 4.5%
for the nine months ended September 30, 2001 from 2.8% for the nine months ended
September 30, 2000. The increase in net income and net income margin during the
nine months ended September 30, 2001 compared to the nine months ended September
30, 2000 was primarily due to the impact of higher average revenue per
installation unit that was partially offset by an increase in operating expenses
and in the provision for income taxes.
8
EBITDA. EBITDA for the nine months ended September 30, 2001 increased by
$3.8 million, or 21.6%, to $21.4 million from $17.6 million for the nine months
ended September 30, 2000. EBITDA as a percentage of sales increased to 13.5% for
the nine months ended September 30, 2001 from 12.4% for the nine months ended
September 30, 2000. The increase in EBITDA and EBITDA margin for the nine months
ended September 30, 2001 was primarily due to the impact of higher average
revenue per installation unit that was partially offset by an increase in
operating expenses as discussed above.
Three Months Ended September 30, 2001 Compared to Three Months Ended September
30, 2000
Net Sales. Net sales for the three months ended September 30, 2001
increased by $3.7 million, or 7.6%, to $52.3 million from $48.6 million for the
three months ended September 30, 2000. During the three months ended September
30, 2001, installation units increased by 3.2% and revenue per installation unit
increased an average of 4.5%. The increase in Diamond's average revenue per
installation unit is attributable to stabilization of price compression and to
its sales mix.
Gross Profit. Gross profit for the three months ended September 30, 2001
increased by $3.3 million, or 9.8%, to $37.1 million from $33.8 million for the
three months ended September 30, 2000. Gross profit increased as a percentage of
sales to 70.9% for the three months ended September 30, 2001 from 69.5% for the
three months ended September 30, 2000. The increase in gross profit for the
three months ended September 30, 2001 was primarily due to the increased level
of sales and average revenue per installation unit compared to the three months
ended September 30, 2000.
Operating Expenses. Operating expenses for the three months ended
September 30, 2001 increased by $3.0 million, or 10.3%, to $32.1 million from
$29.1 million for the three months ended September 30, 2000. Operating expenses
increased as a percentage of sales to 61.4% for the three months ended September
30, 2001 from 59.9% for the three months ended September 30, 2000. The increase
in operating expense during the three months ended September 30, 2001 compared
to the three months ended September 30, 2000 was due to higher wage expenses
caused by certain wage rate pressures, including increased medical insurance and
workers compensation insurance costs, primarily at the service center level. The
increase in aggregate operating expenses was also due to an increase in vehicle
related expenses, including auto insurance, increased promotional activity and
greater service and distribution center occupancy costs primarily due to
expansion, and an overall growth in sales.
Depreciation and amortization expense for the period ended September 30,
2001 decreased by $0.1 million, or 14.3%, to $0.6 million from $0.7 million for
the three months ended September 30, 2000. This decrease is primarily related to
a continuing decrease in owned vehicles in favor of a vehicle lease program.
Income From Operations. Income from operations for the three months ended
September 30, 2001 increased by $0.3 million, or 6.4%, to $5.0 million from $4.7
million for the three months ended September 30, 2000. This increase was
primarily due to the increase in average revenue per installation unit and was
partially offset by an increase in operating expenses as discussed above.
Interest Expense. Interest expense held constant at $2.6 million for the
three months ended September 30, 2001 and 2000. Cash interest expense also held
constant at $2.3 million for the three months ended September 30, 2001 and 2000.
9
Net Income. Net income for the three months ended September 30, 2001
increased by $0.2 million to $1.5 million from $1.3 million for the three months
ended September 30, 2000. Net income as a percentage of sales increased to 2.9%
for the three months ended September 30, 2001 from 2.7% for the three months
ended September 30, 2000. The increase in net income and net income margin
during the three months ended September 30, 2001 compared to the three months
ended September 30, 2000 was primarily due to the impact of higher average
revenue per installation unit that was partially offset by an increase in
operating expenses and in the provision for income taxes.
EBITDA. EBITDA for the three months ended September 30, 2001 increased by
$0.3 million, or 5.6%, to $5.7 million from $5.4 million for the three months
ended September 30, 2000. The increase in EBITDA for the three months ended
September 30, 2001 was primarily due to the impact of higher average revenue per
installation unit that was partially offset by an increase in operating expenses
as discussed above.
Liquidity and Capital Resources
Diamond's need for liquidity will arise primarily from the interest
payable on its 9 1/4% Senior Notes (the "Notes"), the Credit Facility and the
funding of Diamond's capital expenditures and working capital requirements.
There are no mandatory principal payments on the Notes prior to their maturity
on April 1, 2008 and, except to the extent that the amount outstanding under the
Credit Facility exceeds the borrowing base, no required payments of principal on
the Credit Facility prior to its expiration on March 27, 2004.
Net Cash Provided by Operating Activities. Net cash provided by operating
activities for the nine months ended September 30, 2001 increased by $1.6
million to $10.0 million from $8.4 million for the nine months ended September
30, 2000. The increase was primarily attributable to an increase in Diamond's
net earnings and accrued expenses and a decrease in deferred income taxes that
was partially offset by an increase in inventory and accounts receivable and
decrease in accounts payable.
Net Cash Used in Investing Activities. Net cash used in investing
activities for the nine months ended September 30, 2001 increased $2.1 million
to $2.7 million from $0.6 million for the nine months ended September 30, 2000.
The primary reason for the variance was an increase in capital expenditures.
Net Cash Used in Financing Activities. Net cash used in financing
activities for the nine months ended September 30, 2001 decreased $7.2 million
to $0.6 million from $7.8 million for the nine months ended September 30, 2000.
The primary reason for this variance was a decrease in Credit Facility payments
over borrowings for the nine months ended September 30, 2001 to $0.5 million
from $7.5 million for the nine months ended September 30, 2000.
Capital Expenditures. Capital expenditures for the nine months ended
September 30, 2001 were $2.7 million, as compared to $0.7 million for the nine
months ended September 30, 2000. Capital expenditures for the nine months ended
September 30, 2001 were made primarily to fund the continued upgrade of
Diamond's management information systems.
Liquidity. Management believes that Diamond will have adequate capital
resources and liquidity to satisfy its debt service obligations, working capital
needs and capital expenditure requirements, including those related to the
opening of new service centers and distribution centers for the foreseeable
future. Diamond's capital resources and liquidity are expected to be provided by
Diamond's net cash provided by operating activities and borrowings under the
Credit Facility.
10
Forward-Looking Statements
Readers are cautioned that there are statements contained in this report
which are "forward-looking" statements within the meaning of the Private
Securities Litigation Reform Act of 1995 (the "Act"). Forward-looking statements
include statements which are predictive in nature, which depend upon or refer to
future events or conditions, which include words such as "expects,"
"anticipates," "intends," "plans," "believes," "estimates," or similar
expressions. In addition, any statements concerning future financial performance
(including future revenues, earnings or growth rates), ongoing business
strategies or prospects, and possible future actions, which may be provided by
management, are also forward-looking statements as defined by the Act.
Forward-looking statements are based on current expectations and projections
about future events and are subject to risks, uncertainties, and assumptions
about Diamond, economic and market factors and the industries in which Diamond
does business, among other things. These statements are not guarantees of future
performance and Diamond has no specific intention to update these statements.
These forward-looking statements, like any forward-looking statements,
involve risks and uncertainties that could cause actual results to differ
materially from those projected or anticipated. The risks and uncertainties
include the effect of overall economic and business conditions, the demand for
Diamond's products and services, regulatory uncertainties, the impact of
competitive products and pricing, changes in customers' ordering patterns and
potential system interruptions. This list should not be construed as exhaustive.
Our annual report on Form 10-K in respect of the fiscal year ended December 31,
2000 discusses certain of these risks and uncertainties under the caption
"Factors Affecting Future Performance."
11
PART II
OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Reports on Form 8-K.
There were no reports on form 8-K filed during the quarter
ended September 30, 2001.
12
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.
DIAMOND TRIUMPH AUTO GLASS, INC.
Date: November 14, 2001 By: /s/ Michael A. Sumsky
-------------------------------------------
Name: Michael A. Sumsky
Title: Executive Vice President
Chief Financial Officer and General
Counsel (Principal Financial and
Chief Accounting Officer)
13