UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
-----------------------
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
The Securities Exchange Act of 1934
-----------------------
December 13, 2001
Date of Report (Date of earliest event reported)
HAYES LEMMERZ INTERNATIONAL, INC.
-----------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 1-11592 13-3384636
-------------------- ------------------------- ---------------------
State or Other Jurisdiction Commission File Number IRS Employer
of Incorporation Identification Number
15300 Centennial Drive, Northville, Michigan 48167
-----------------------------------------------
(Address of Principal Executive Offices)
(734) 737-5000
------------------------------
(Registrant's telephone number,
including area code)
Not Applicable
--------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
ITEM 5. Other Events.
On December 13, 2001, Hayes Lemmerz International, Inc. (the "Company")
issued a press release (the "Press Release") announcing, among other
things, that it has substantially completed its accounting investigation
and restatement of financial results for fiscal 1999, fiscal 2000, and the
first quarter of fiscal 2001. The Company also said it expects to amend and
re-file its annual and related quarterly reports for those periods with the
Securities and Exchange Commission and cautioned that, until restated
results are released, financial results for fiscal 1999 and fiscal 2000,
and their related quarters, and for the first quarter of fiscal 2001, as
well as the Independent Auditors' Reports, should not be relied upon.
The Press Release is filed as Exhibit 99 to this Form 8-K and is
incorporated by reference herein.
ITEM 7. Financial Statements, Pro Forma Financial Information and Exhibits.
(c) Exhibits
- ------------------------------------------------------------------------------
Exhibit Number Description of Exhibit
- ------------------------------------------------------------------------------
99 Press Release
- ------------------------------------------------------------------------------
SIGNATURES
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 hereunto duly authorized.
Dated: December 13, 2001 HAYES LEMMERZ INTERNATIONAL, INC.
By: /s/ Patrick B. Carey
------------------------------
Patrick B. Carey
General Counsel & Secretary
Exhibit Index
Exhibit Number Description
99 Press Release
EXHIBIT 99
Hayes Lemmerz Substantially Completes Restatement Process
For Fiscal 1999, Fiscal 2000, and First Quarter of 2001
Restatements Will Have Only Minimal Impact on Current and Future Cash Reserves;
Adjustments Will Not Impact Company's Ability to Meet Customer Needs, CEO Says
Northville, MI --December 13, 2001 -- Hayes Lemmerz International
Inc. (OTC:HLMMQ) announced today that it has substantially completed its
accounting investigation and restatement of financial results for fiscal
1999, fiscal 2000, and the first quarter of fiscal 2001. The Company said
it expects to amend and re-file its annual and related quarterly reports
for those periods with the Securities and Exchange Commission.
The Company previously announced that it expected to restate its
results for the fiscal year ended January 31, 2001 (fiscal 2000), and the
first quarter of fiscal 2001, ended April 30, 2001. The Company said it
will now also restate financial results for the fiscal year ended January
31, 2000 (fiscal 1999) and related quarterly periods. The Company expects
to file its restated reports with the SEC in January 2002.
The Company, which filed reorganization petitions under Chapter 11
of the U.S. Bankruptcy Code on December 5 to restructure its debt, has
substantially completed its analysis and review of the financial statements
and underlying accounting practices for the periods in question. KPMG LLP,
the Company's auditors, has substantially completed the procedures on the
restated financial statements. The Audit Committee of the Board of
Directors is concluding its investigation into the circumstances
surrounding the restatements.
"Although the restatements, as currently estimated, substantially
reduce reported net income for the periods in question, the adjustments
will have only minimal impact on current and future cash resources," said
Curtis Clawson, chairman and chief executive officer. "Revised EBITDA
figures provide a more accurate measure of the operational strength of our
business. They are not substantially reduced by the restatements,
consistent with our assessment that operating margins and overall
operations of the Company are sound." (EBITDA means net income before
interest, taxes, depreciation, amortization, and asset impairments and
other non-recurring charges.)
"Nothing in these newly estimated results impacts in any way our
ability to meet customer needs, or to emerge successfully from Chapter 11.
The underlying strength of our operations is solid. Our Chapter 11 filing
was triggered primarily by a need to restructure our balance sheet," Mr.
Clawson said.
Mr. Clawson joined the Company August 1, 2001, as president and
CEO, and was additionally named chairman of the board September 4, 2001.
Since he became CEO, Hayes Lemmerz has appointed a number of new
executives, reduced salaried staffing in North America by 11 percent,
reorganized portions of its business, and undertaken a number of
initiatives to reduce expenses and improve service to customers.
The Company currently estimates that restatements of prior fiscal
periods will result in the following changes to previously reported
results:
o For the first fiscal quarter ended April 30, 2001, the
previously reported net loss of $7.6
million is expected to increase to a net loss of approximately
$63.4 million. EBITDA for the quarter is expected to be reduced
from the previously reported $72.5 million to approximately $56.2
million.
o For the fiscal year ended January 31, 2001 (fiscal 2000), the
previously reported net loss of $41.8 million is expected to
increase to approximately $193.4 million. EBITDA for fiscal 2000
is expected to be reduced from the previously reported $336.3
million to approximately $286.5 million.
o For the fiscal year ended January 31, 2000 (fiscal 1999), the
previously reported net income of $65.1 million is expected to be
reduced to approximately $46.0 million. EBITDA for fiscal 1999 is
expected to be reduced from the previously reported $408.8 million
to approximately $377.1 million.
The effect of the estimated restatements reflect the following
adjustments to EBITDA, which cumulatively total $97.8 million for all
periods through April 30, 2001:
o Unrecorded vendor liabilities totaling $15.4 million;
o Deferral of operating expenses totaling $49.6 million;
o Issues related to accrued liabilities established in accounting for
acquisitions totaling $24.5 million; and
o Other items, totaling $8.3 million, primarily related to inventory and
receivable valuation issues.
In addition, the Company will record the following non-EBITDA
adjustments, which cumulatively total $128.8 million for all periods
through April 30, 2001:
o Asset impairments (including related intangibles), totaling
$77.6 million, primarily related to the Company's Petersburg, MI
and Somerset, KY manufacturing facilities;
o Increased valuation allowance on net deferred tax assets totaling
$46.8 million; and
o Other items, totaling $4.4 million, primarily related to certain
restructuring costs incurred in its European operations during
fiscal 1999 and 2000.
The Company said that, although it believes these results are very
close to the amounts that will be finally reported in its amended annual
and quarterly reports, additional changes in previously reported results
might be necessary. Until restated results are released, financial results
for fiscal 1999 and fiscal 2000 and their related quarters, and for the
first quarter of fiscal 2001, as well as the accompanying Independent
Auditors' Reports, should not be relied upon, the Company cautioned.
Hayes Lemmerz International, Inc. is one of the world's leading
global suppliers of automotive and commercial highway wheels, brakes,
powertrain, suspension, structural and other lightweight components. The
Company has 46 plants, four joint venture facilities and 14,000 employees
worldwide. The Company's stock is traded over-the-counter (OTC:HLMMQ).
This press release includes forward looking statements within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, as amended, which represent the Company's
expectations and beliefs concerning future events that involve risks and
uncertainties which could cause actual results to differ materially from
those currently anticipated. All statements other than statements of
historical facts included in this release are forward looking statements.
Factors that could cause actual results to differ materially from those
expressed or implied in such forward-looking statements include additional
information that would lead to further restatement of prior results,
conclusion of the accounting review and Audit Committee investigation, as
well as those factors set forth in our periodic reports filed with the SEC.
Consequently, all of the forward looking statements made in this press
release are qualified by these and other factors, risks and uncertainties.
For further information contact: Marika Diamond, Hayes Lemmerz International,
Inc., (734) 737-5162