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BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
FINANCIAL STATEMENTS FOR THE
YEARS ENDED FEBRUARY 28, 1998 AND 1997
AND INDEPENDENT AUDITORS' REPORT
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BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
TABLE OF CONTENTS
PAGE
INDEPENDENT AUDITORS' REPORT 1
FINANCIAL STATEMENTS:
Statements of net assets available for benefits
as of February 28, 1998 and 1997 2
Statements of changes in net assets available for benefits
for the years ended February 28, 1998 and 1997 3
Notes to financial statements for the years ended
February 28, 1998 and 1997 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.
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INDEPENDENT AUDITORS' REPORT
The 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 28, 1998 and 1997, 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 generally accepted auditing
standards. 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 28, 1998 and 1997, and the changes
in net assets available for benefits for the years then ended in conformity with
generally accepted accounting principles.
April 24, 1998
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BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
AS OF FEBRUARY 28, 1998 AND 1997
1998 1997
ASSETS - Cash and cash equivalents $859,217 $339,119
LIABILITIES - Stock subscribed 854,147 337,974
-------- --------
NET ASSETS AVAILABLE FOR BENEFITS $ 5,070 $ 1,145
======== ========
See notes to financial statements.
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BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
STATEMENTS OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
FOR THE YEARS ENDED FEBRUARY 28, 1998 AND 1997
1998 1997
NET ASSETS AVAILABLE FOR BENEFITS,
beginning of period $ 1,145 $ 462
ADDITIONS TO NET ASSETS ATTRIBUTED TO -
Participant payroll deductions 1,462,575 599,468
DEDUCTIONS FROM NET ASSETS ATTRIBUTED TO -
Purchase of BE Aerospace common stock 1,458,650 598,785
---------- ----------
NET ASSETS AVAILABLE FOR BENEFITS,
end of period $ 5,070 $ 1,145
========== ==========
See notes to financial statements.
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BE AEROSPACE, INC.
1994 EMPLOYEE STOCK PURCHASE PLAN
NOTES TO FINANCIAL STATEMENTS
FOR THE YEARS ENDED FEBRUARY 28, 1998 AND 1997
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 on behalf of participants who choose to
contribute from 2% to 15% of their total gross pay.
Common stock of the Company is purchased every six months on
approximately February 28 and August 31 (Option Period). The purchase
price is 85% of the lesser of the fair value of either the first day or
last day of each Option Period. 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 28, 1998 and 1997.
Stock purchased by the Plan for the years ended February 28, 1998 and
1997 was 63,463 and 47,930 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; therefore, the Plan is not subject to
income tax.
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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.