FORM 6-K
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Report of Foreign Private Issuer
Pursuant to Rule 13a-16 or 15d-16
of the Securities Exchange Act of 1934
Unaudited Financial Statements
For the Three Months ended March 31, 2004
Commission file number
333-10886
Dunlop Standard Aerospace Holdings plc
(Exact name of registrant as specified in its charter)
Holbrook Lane
Coventry CV6 4AA
United Kingdom
(Address of principal executive offices and zip code)
Indicate by check mark whether the registrant files or will file annual
reports under cover Form 20-F or Form 40-F. Form 20-F |X| Form 40-F | |
Indicate by check mark whether the registrant by furnishing the information
contained in this Form is also thereby furnishing the information to the
Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of
1934. Yes | | No |X|
This Form 6-K Report of Foreign Issuer is incorporated by reference into the
Registration Statement on Form S-8 of Dunlop Standard Aerospace Holdings plc
(Registration No. 3599235) and the Registration Statement on Form F-4 of
Dunlop Standard Aerospace Holdings plc. (Registration No. 333-10886).
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.
Dunlop Standard Aerospace Holdings plc
By: David Unruh
----------------------
David Unruh
Chief Financial Officer
June 2, 2004
Condensed Profit and Loss Statements 1
(unaudited)
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DUNLOP STANDARD AEROSPACE HOLDINGS plc
CONDENSED CONSOLIDATED PROFIT AND LOSS
(Unaudited)
For the quarter Year ended
Ended March 31 December 31
--------------- -----------
2004 2003 2003 2002
(pound)'000 (pound)'000 (pound)'000 (pound)'000
(r nt
Sales (pound)128,803 (pound)105,655 (pound)456,614 (pound)451,848
Cost of goods sold 88,579 76,770 339,343 326,599
- -------------------------------------------------------------------------------------------------------------------------
40,224 28,885 117,271 125,249
Gross margin
Selling, general, admin & other expenses 18,297 13,809 55,437 56,358
- -------------------------------------------------------------------------------------------------------------------------
Operating profit pre-exceptional 21,927 15,076 61,834 68,891
Exceptional Item 505 - 3,688 3,778
- -------------------------------------------------------------------------------------------------------------------------
Operating Profit After-exceptional 21,422 15,076 58,146 65,113
Finance costs, net 8,872 8,192 31,962 43,235
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Profit on ordinary activities before taxation 12,550 6,884 26,184 21,878
Taxation 4,688 2,194 13,137 10,018
- -------------------------------------------------------------------------------------------------------------------------
Profit for the financial period (pound)7,862 (pound)4,690 (pound)13,047 (pound)11,860
=========================================================================================================================
The accompanying notes are an integral part of these condensed financial statements.
Condensed Balance Sheets 2
(unaudited)
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DUNLOP STANDARD AEROSPACE HOLDINGS plc
CONDENSED CONSOLIDATED BALANCE SHEET
(Unaudited)
31 March 31 March 31 December
2004 2003 2003
(pound)'000 (pound)'000 (pound)'000
Fixed assets
Intangible fixed assets:
Goodwill (pound)301,134 (pound)315,788 (pound)304,129
Development costs / licenses 34,233 28,307 32,785
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Total Intangible fixed assets 335,367 344,095 336,914
Tangible fixed assets 158,945 174,595 160,875
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Total Intangible and Tangible Fixed Assets 494,312 518,690 497,789
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Current assets
Debtors:
Trade & other debtors 115,121 116,797 105,548
Deferred costs - initial parts provided 27,126 25,333 26,944
Stocks 71,079 77,158 67,203
Cash at bank and in hand 64,549 1,276 17,635
- -----------------------------------------------------------------------------------------------------------------
Total Current Assets 277,875 220,564 217,330
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Creditors - Amounts falling due within one year
Trade and other creditors (119,069) (90,071) (98,368)
Current portion of long term debt (27,252) (42,713) (50,278)
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Total Creditors (146,321) (132,784) (148,646)
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Net current assets 131,554 87,780 68,684
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Total assets less current liabilities 625,866 606,470 566,473
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Creditors - Amounts falling due after more than one year
Bank loans and Senior notes (349,274) (347,462) (290,544)
Accruals and deferred income (2,092) (5,557) (7,982)
- -----------------------------------------------------------------------------------------------------------------
(351,366) (353,019) (298,526)
Provisions for liabilities & charges (31,152) (22,614) (31,721)
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Net assets (pound)243,348 (pound)230,837 (pound)236,226
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Share capital and reserves
160,000,000 ordinary shares of(pound)1 each
Called up share capital (pound)160,000 (pound)160,000 (pound)160,000
Profit and loss account 83,348 70,837 76,226
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Total equity shareholders' funds (pound)243,348 (pound)230,837 (pound)236,226
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The accompanying notes are an integral part of these condensed financial statements.
Condensed Financial Statements 3
(unaudited)
- -------------------------------------------------------------------------------------------------------------------
DUNLOP STANDARD AEROSPACE HOLDINGS plc
CONSDENSED STATEMENT OF TOTAL RECOGNISED GAINS AND LOSSES
(Unaudited)
31 March 31 March 31 December
2004 2003 2003
(pound)'000 (pound)'000 (pound)'000
Profit for the financial period before dividends (pound)7,862 (pound)4,690 (pound)13,047
Exchange adjustments (740) 428 (2,540)
- ----------------------------------------------------------------------------------------------------------------------
Total recognised gains and losses (pound)7,122 (pound)5,118 (pound)10,507
Profit and Loss - Beginning 76,226 65,719 65,719
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Profit and Loss - Ending (pound)83,348 (pound)70,837 (pound)76,226
- ----------------------------------------------------------------------------------------------------------------------
DUNLOP STANDARD AEROSPACE HOLDINGS plc
CONDENSED RECONCILILIATION OF MOVEMENTS IN SHAREHOLDERS' FUNDS
(Unaudited)
Three Months Three Months Ended 31 Year Ended
Ended 31 March March 31 December
2004 2003 2003
(pound)'000 (pound)'000 (pound)'000
Profit for the financial period (pound)7,862 (pound)4,690 (pound)13,047
Exchange adjustments (740) 428 (2,540)
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Net increase in shareholders' funds 7,122 5,118 10,507
Shareholders' funds - beginning of period 236,226 225,719 225,719
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Shareholders' funds - end of period (pound)243,348 (pound)230,837 (pound)236,226
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The accompanying notes are an integral part of these condensed financial statements.
Management Discussion of Financial Results 4
(unaudited)
- -------------------------------------------------------------------------------------------------------------------
DUNLOP STANDARD AEROSPACE HOLDINGS plc
CONDENSED CONSOLIDATED CASH FLOW STATEMENT
(Unaudited)
Quarter Quarter
Ended Ended Year ended
31 March 31 March 31 December
2004 2003 2003
(pound)'000 (pound)'000 (pound)'000
----------- ----------- ------------
Operating profit (pound)21,927 (pound)15,076 (pound)61,834
Depreciation 3,509 3,581 14,667
Amortisation of deferred costs 1,357 1,212 4,237
Gain / (loss) on disposal of fixed assets (26) 1 74
Change in stock (5,403) (2,395) 1,710
Change in debtors (16,119) (13,486) (6,954)
Change in trade creditors 10,795 (638) 18,889
Capital Grant Release & Other (666) (761) (3,000)
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Net cash inflow from operating activities 15,374 2,590 91,457
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Returns on investments and servicing of finance
Interest and finance charges paid (823) (2,109) (31,024)
Finance lease interest paid - - -
- -------------------------------------------------------------------------------------------------------------
Taxation
Tax paid (2,674) (3,232) (8,058)
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Capital expenditure and financial investment
(Payments) to acquire tangible fixed assets - net (4,394) (2,062) (9,839)
(Payments) for development expenditure, licensing
and OEM fees (2,616) (658) (9,029)
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Net cash (outflow) from capital expenditure and
financial investment (7,010) (2,720) (18,868)
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Currency and other 573 192 (5,915)
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Net cash inflow / (outflow) before financing 5,440 (5,279) 27,592
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Financing
Bank loans (repaid)/received - - (22,650)
Working capital loans repaid (23,000) (9,075) (4,951)
Capital element of finance lease payments (188) - 3,672
Bond proceeds 65,217 - -
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Net cash (outflow) / inflow from financing 42,029 (9,075) (23,929)
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Increase (decrease) in cash 47,469 (14,354) 3,663
Exchange adjustments (555) 193 (1,465)
Cash - beginning of period 17,635 15,437 15,437
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Cash - end of period (net of bank overdrafts) (pound)64,549 (pound)1,276 (pound)17,635
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The accompanying notes are an integral part of these condensed financial statements.
Management Discussion of Financial Results 5
(unaudited)
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1. SIGNIFICANT ACCOUNTING POLICIES
Interim Condensed Financial Statements
During interim periods, Dunlop Standard Aerospace Holdings plc (the "Company")
follow the accounting policies set forth in its Annual Report to Shareholders
and applies appropriate interim financial reporting standards, as indicated
below. Users of financial information produced for interim periods are
encouraged to refer to the notes contained in the Annual Report to
Shareholders when reviewing interim financial results. Copies of the Company's
1999 to 2003 annual reports have been filed with the Securities and Exchange
Commission.
Interim financial reporting standards require management to make estimates
that are based on assumptions regarding the outcome of future events and
circumstances not known at the present time, including the use of estimated
effective tax rates. Inevitably, some assumptions may not materialise and
unanticipated events and circumstances may occur which vary from those
estimates and such variations may significantly affect the Company's future
results. In the opinion of management, the accompanying unaudited condensed
consolidated financial statements of the Company contain all adjustments of a
normal and recurring nature which are necessary to present fairly the
financial positions of the Company as of 31 March 2004 and 31 March 2003, and
the results of its operations and cash flows for the three month periods ended
31 March 2004 and 2003.
Foreign Exchange Rates
The following exchange rates have been used to convert the Group's subsidiary
company balance sheets and income statements from United States Dollars, to
Pounds Sterling:
Three Months Ended Three Months Ended Year Ended
March 31, 2004 March 31, 2003 Dec 31, 2003
Income Statement (pound) = $1.84 $1.60 $1.63
Balance Sheet (pound) = $1.84 $1.58 $1.78
2. NATURE OF OPERATIONS
The company was incorporated on 16 July 1998 as a holding company for the
aerospace businesses it ultimately acquired from BTR plc on 1 October 1998.
Subsidiaries were formed prior to the closing or acquired as part of the
acquisition in Canada, the United States of America, the United Kingdom,
Holland, Singapore and Australia in order to purchase directly from BTR plc or
its respective subsidiaries, the aerospace operations in those countries,
effective 1 October 1998. The purchase method of accounting was adopted for
the acquisition. Accordingly, the general basis for valuation of the assets
acquired and liabilities assumed is the fair value at the date of acquisition.
The results of the operations of the acquired companies are included in the
profit and loss account of the group from 1 October 1998. The total cost of
the acquisition was (pound)537 million, which included (pound)22 million in
acquisition expenses. This was financed by debt of (pound)382 million and
equity of (pound)155 million. Goodwill, representing the excess purchase price
over the fair value of net assets acquired, arising on acquisition was
(pound)311.8 million, which has been capitalised. Following finalisation of
certain items with the vendors, goodwill was adjusted effective 31 December
1999 to (pound)312.2 million. Since then, goodwill has been adjusted to
reflect changes in foreign exchange rates at each balance sheet date. The
goodwill is considered to have an indefinite life and accordingly has not been
amortised. In accordance with FRS 11 `Impairment of Fixed Assets and
Goodwill', goodwill will be reviewed annually for possible impairment.
3. SENIOR NOTES
On 10 February 2004, the Company issued an additional US $120 million of 11
7/8% Senior Notes due 2009, under essentially the same terms as the 1999
Senior Notes. Of the US $120 million new notes, US $25 million was placed in
escrow for a proposed acquisition of another company, which manufactures and
services aerospace and industrial gas turbines. Negotiations on the purchase
recently ceased and notice has now been provided to Bondholders that the
Company will redeem $23.6 million aggregate principal amount on 30 June 2004
at a redemption price equal to 105.938% of the principal amount, together with
accrued and unpaid interest to the redemption date.
Management Discussion of Financial Results 6
(unaudited)
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4. SEGMENTAL ANALYSIS
The Group reports results of its business divisions in two segments, Engine
Repair and Overhaul and Design and Manufacturing. The Engine Repair and
Overhaul segment primarily provides services for gas-turbine engine and
accessory repair and overhaul. The Design and Manufacturing segment designs
and manufactures wheels, brakes and brake management systems, heat exchangers
and bleed valves, combustion heaters, airfoil separators, actuators and
customised high technology rubber and polymer products. Transactions between
reportable segments are not material.
Quarter Quarter
Ended Ended Year ended
31 March 31 March 31 December
2004 2003 2003
Sales (pound)'000 (pound)'000 (pound)'000
Engine Repair and Overhaul (pound)97,413 (pound)73,542 (pound)335,255
Design and Manufacturing 31,390 32,113 121,359
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Total Sales (pound)128,803 (pound)105,655 (pound)456,614
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Operating Profit
Engine Repair and Overhaul 14,084 6,153 29,589
Design and Manufacturing 7,843 8,923 32,245
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Operating profit pre-exceptional 21,927 15,076 61,834
Exceptional Item (505) - (3,688)
- ---------------------------------------------------------------------------------------------------------
Operating profit after-exceptional 21,422 15,076 58,146
Finance costs (8,872) (8,192) (31,962)
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Profit on ordinary activities before tax 12,550 6,884 26,184
Taxation (4,688) (2,194) (13,137)
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Profit for the financial period (pound)7,862 (pound)4,690 (pound)13,047
- ---------------------------------------------------------------------------------------------------------
Net Operating Assets 31 March 31 March 31 December
2004 2003 2003
(pound)'000 (pound)'000 (pound)'000
Engine Repair and Overhaul (pound)159,633 (pound)200,913 (pound)160,341
Design and Manufacturing 153,325 143,437 147,267
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Sub-total 312,958 344,350 307,608
Unallocated net liabilities (21,940) (13,196) (16,721)
Goodwill 301,134 315,788 304,129
Taxation (33,759) (27,206) (32,240)
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Net debt (including current portion but
net of cash) (315,045) (388,899) (326,550)
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Shareholders' funds (pound)243,348 (pound)230,837 (pound)236,226
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Management Discussion of Financial Results 7
(unaudited)
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PART 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
The following discussion represents management's analysis of the financial
condition and results of operations for the period from 1 January to 31 March
2004. This discussion should be read in conjunction with the Consolidated
Financial Statements and Notes thereto included in the Company's 2003 and 2002
Report and Group Accounts, along with the condensed consolidated financial
statements and related notes included in and referred to within this report.
Certain information contained herein in "Management's Discussion and Analysis
of Financial Condition and Results of Operations" and elsewhere in this
Report, which are not historical facts (including statements concerning the
Company's financial results and condition, and plans and strategy for its
business or economic performance and related financing, or assumptions related
thereto) are "forward-looking statements" within the meaning of the federal
securities laws made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act 1995. Such forward-looking statements involve
uncertainties and risks, including, but not limited to, factors described in
this Report and in other documents published by the Company, including
documents filed with the U.S. Securities and Exchange Commission. In addition,
the Company and its representatives may from time to time make other oral or
written statements which are also "forward-looking statements." These
forward-looking statements are based upon management's expectations and
beliefs concerning future events affecting the Company. Management cautions
that forward-looking statements are not guarantees and that the Company's
actual financial results and condition, plans and strategy for its business,
and related financing may differ materially from such forward-looking
statements.
While the Company periodically reassesses material trends and uncertainties
affecting the Company's results of operations and financial condition in
connection with the preparation of Management's Discussion and Analysis of
Financial Condition and Results of Operations, and certain other sections
contained in the Company's quarterly, annual or other reports filed with or
submitted to the U.S. Securities and Exchange Commission, the Company does not
intend to review or revise any particular forward-looking statement in light
of such future events.
A discussion of important factors that could cause the actual results of
operations or financial condition of the Company to differ from expectations
has been set forth in this Report and should be read in conjunction with this
discussion. In addition, other factors have been or may be discussed from time
to time in the Company's filings with or submissions to the U.S. Securities
and Exchange Commission. The Company's results for the period 1 January to 31
March 2004 are not necessarily indicative of results that will be achieved
during the year ending 31 December 2004.
1. RESULTS OF OPERATIONS - PERIOD ENDED 31 MARCH 2004
Sales
Net sales increased (pound)23.1 million (21.9%) to (pound)128.8 million in the
first quarter of 2004 compared to (pound)105.6 million in the first quarter of
2003. Engine Repair and Overhaul first quarter sales increased by (pound)23.9M
(32.5%) compared to 2003 reflecting continued growth in regional jet engine
programs and the new U.S. military contracts awarded during the final quarter
of 2003. Engine Repair and Overhaul first quarter 2003 sales increased 51.8%
after taking into account the movement in the USD-GBP exchange rate. Design
and Manufacturing 2004 first quarter sales decreased by (pound)723K (2.3%)
compared to the first quarter of 2003. Sales of new manufactured OEM parts and
brakes declined throughout 2003 reflecting reduced stock and build levels at
most of our customers in addition to the impact of programmes cancelled during
2003.
Gross Margin
Gross margin increased (pound)11.3 million (39.3%) during the first quarter of
2004, compared to the first quarter of 2003. This is primarily due to the
strong sales performance as well as strong margin performance in military
programs. Engine Repair and Overhaul first quarter gross margin increased
(pound)9.2 million (69.6%). Design and Manufacturing first quarter gross
margin increased (pound)2.1 million (13.6%).
Management Discussion of Financial Results 8
(unaudited)
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Selling, General, Administration & Other Expenses
Total selling, general, administration and other expenses increased (pound)4.5
million (32.5%) in the first quarter of 2004, compared to the first quarter of
2003. Design and Manufacturing selling, general, administration and other
expenses increased (pound)3.0 million (4.3%) in the first quarter of 2004
compared with the first quarter of 2003 reflecting higher pension costs and
bid costs associated with new programs not yet awarded. Engine Repair and
Overhaul selling, general, administrative and other expenses in the first
quarter of 2004 increased by (pound)1.1 million compared to the first quarter
of 2003 to service higher sales volumes.
Operating Profit
Operating profit during the first quarter of 2004 was (pound)6.9 million
(45.4%) higher than the first quarter of 2003 due to strong performance in
military programs. Dunlop Standard Aerospace witnessed its highest operating
profit during the first quarter of 2004 compared to any previous quarters
since its inception in 1998. Operating profit in Engine Repair and Overhaul
was (pound)7.9 million higher compared to 2003. Design and Manufacturing
operating profit was (pound)1.1M lower than the first quarter of 2003.
Finance Costs
Interest expense increased to (pound)8.9 million (8.3%) during the first
quarter of 2004 from (pound)8.1 million in the first quarter of 2003. This
increase is primarily the result of the derivative contract implemented in the
last quarter of 2003 coupled with the new Senior Notes issuance in February
2004.
Amortisation of finance costs during the first quarter of 2004 was
approximately the same as the first quarter of 2003.
Taxation
Taxation charge for the first quarter of 2004 reflects an average tax rate of
37.4% of profit on ordinary activities before taxation (2003: 31.8%)
reflecting the higher tax rates in most Engine Repair and Overhaul companies.
Net earnings
Net earnings were (pound)7.9 million in the first quarter of 2004 compared to
(pound)4.7 million for the first quarter of 2003. The primary reason for the
increase was the strong sales and margin performance of the Engine Repair and
Overhaul military products.
New Programmes
U.S. Navy Contract:
On 22 December 2003, we were awarded a five year contract (one year firm with
four renewal years) to support the U.S. Navy's fleet of T56 engines from both
our San Antonio and Winnipeg facilities. We estimate the revenues from this
new service work will exceed $250 million during the life of the contract,
assuming all renewal options are exercised by the U.S. Navy. We are the prime
contractor on the U.S. Navy contract.
Affordable Readiness and Transformation:
In September 2002, using lessons learned from the Kelly USA cellular
production facility redesign, coupled with the experience gained in the
redesign of our facilities worldwide, we launched a new business venture named
Affordable Readiness and Transformation, or ART. This new business venture was
designed to sell these redesign services to other military and commercial
aerospace Maintenance Repair/Overhaul, or MRO, installations and derive
revenues through the sharing of benefits gained from these redesign efforts,
In 2003, we provided services to Oklahoma City - Air Logistics Center, or
OC-ALC, and Ogden-Air Logistics Center, or OO-ALC, that amounted to
approximately $3 million in revenues. In 2004, we will continue to provide
service to OC-ALC and OO-ALC and have recently submitted a bid along with
Battelle Laboratories for the complete redesign of the Tinker Air Force Base
Maintenance Facility in Oklahoma.
Management Discussion of Financial Results 9
(unaudited)
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Brake Programs:
We began supplying wheels, brakes and braking systems for the Eurofighter
Typhoon program in 2001. We expect to generate revenues from the Eurofighter
Typhoon in coming years as the number of Typhoons manufactured continues to
increase over each of the next several years. In addition, in partnership with
Honeywell, we have been selected to provide carbon brakes for the Airbus A380
program and the Joint Strike Fighter program. We expect to generate
significant revenues from these programs in coming years. We currently expect
initial revenues from the Airbus A380 program in 2006 and from the Joint
Strike Fighter program in 2006.
2. LIQUIDITY AND CAPITAL RESOURCES
The Company's principal liquidity requirements over the next several years are
expected to consist of funds required for the following:
o fund capital expenditures for the maintenance of our facilities;
o purchase testing equipment, repair equipment, replacement parts and
whole replacement engines in order to support expected growth in the
repair and overhaul market;
o expand our business;
o fund potential acquisitions consistent with our business strategy;
o fund debt service requirements;
o fund research and development;
o fund new program bids;
o fund working capital requirements;
o fund expenditures on free-of-charge brake ship-sets;
o fund costs of obtaining OEM authorizations; and
o fund taxation arising in various jurisdictions.
Net Current Assets
Net current assets increased (pound)62.9 million (91.5%) from (pound)68.7
million at 31 December 2003 to (pound)131.6 million at 31 March 2004. This is
primarily due to the increase in the Company's cash balance, which resulted
from financing activities and strong operating results during the first
quarter of 2004.
Capital Expenditure
Overall, Company capital expenditure on fixed assets and capitalised
development costs for the first three months of 2004 totalled (pound)7.0
million. This is an increase from the first quarter of 2003 of (pound)4.3M.
Expenditures in the first three months of 2004 are primarily for new
equipment, as well as development costs related primarily to braking
programmes.
Cash Flow
Operating cash flow was (pound)15.4 million for the first three months of
2004. This is higher than the same period in 2003 by (pound)12.8M resulting
from higher operating profit and changes in trade working capital.
Hedging
The Company's operations are conducted by entities in many countries, and,
accordingly, the Company's results of operations are subject to currency
translation risk and currency transaction risk. In order to mitigate
translation risks, borrowings are drawn down in local functional currencies.
In addition, from time to time, short-term funding loans are made from one
operating subsidiary to another. The Company usually arranges forward currency
transactions at the inception of these loans to eliminate exchange risk
arising on the underlying loan.
In addition to currency translation risk, the Company incurs currency
transaction risk whenever one of its operating subsidiaries enters into either
a purchase or sales transaction using a currency other than its functional
currency. Currency transaction risk is reduced by matching sales revenues and
costs in the same currency, which is generally the practice in the aerospace
industry. Currency hedging is generally used to protect against the
transaction risk arising from forward purchase commitments of aircraft parts,
the prices of which are denominated in US dollars, and from its receipt of
revenues in foreign currencies.
Management Discussion of Financial Results 10
(unaudited)
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The Company entered into interest rate hedging arrangements in the last
quarter of 2003 as detailed in notes to the Company's 2003 Report and Group
Accounts.
Borrowings and Equity
At 31 March 2004, the Company had (pound)376.5 million outstanding in total
borrowings, of which (pound)27.3 million is due within one year. Of the
Company's (pound)64.5 million cash on hand, (pound)13.6 million was set aside
for the proposed acquisition. These funds will now be used to redeem certain
of the Senior Notes on 30 June 2004.
The Company paid the scheduled bank debt repayment of (pound)14.0 million on 1
April 2004 under the terms of the credit agreement.
The Company also has available to it a (pound)50 million Revolving Credit
Facility available to fund, among other things, seasonal working capital
needs. There were no funds drawn under this Revolving Credit Facility as at 31
March 31 2004. Approximately (pound)11.0 million of this Revolving Credit
Facility is unavailable as a result of offsets required by the credit
agreement for any outstanding bank overdraft lines established for our local
operating units. A further (pound)49.1 million credit facility is available to
fund capital expenditures associated with our new CF34 engine repair and
overhaul program. At 31 March 2004, (pound)33.5 million of this facility has
been drawn.
Pursuant to the requirements of the Offering Memorandum dated 7th May 1999,
and the exchange offer dated September 1999, Dunlop Standard Aerospace
Holdings plc has duly caused this report to be signed on its behalf by the
undersigned, thereunto duly authorized.
DUNLOP STANDARD AEROSPACE HOLDINGS plc
By: David Unruh
----------------------
Name: David Unruh
Title: Chief Financial Officer