Breeze-Eastern Corporation (NYSE AMEX:BZC)

Third Quarter 2012 Results

• Net sales: $19.6 million, even with the Fiscal 2011 third quarter
• Net income: $1.1 million, or $0.11 per diluted share, up 11% from $1.0 million, or $0.10 per diluted share, for the Fiscal 2011 third quarter
• Adjusted EBITDA (as described under “Non-GAAP Financial Measures” in this press release): $2.3 million for both the Fiscal 2012 and Fiscal 2011 third quarters
• Total debt: $10.7 million, $2.5 million lower than a year ago
• Cash: $7.8 million, versus $3.4 million a year ago
• Bookings: $14.0 million, versus $15.8 million in the Fiscal 2011 third quarter

Mike Harlan, C.E.O. and President, said, "Our total sales continue to be strong as our cumulative sales over the last four quarters exceeded $80 million for the first time. Third Quarter bookings and net backlog at the end of the quarter were lower than last year, as we continue to work to secure several large orders; when we secure these orders, we expect our backlog to increase significantly.

“Our total engineering expenses (excluding cost reimbursements from Airbus) were clearly higher this quarter compared to the same quarter last year. We recently hired a new VP of Engineering to provide stronger technical leadership, hire fresh talent and improve our engineering processes and program management. We expect that our engineering costs will continue to be relatively high for the current quarter and into the next Fiscal Year as we continue to fulfill our commitments to our customers.

Our inventory was about $1 million higher at the end of the quarter than at the end of the Second Quarter and $2.5 million higher than the Third Quarter last year, but we expect it to be lower by the end of the Fourth Quarter. Our overall balance sheet and cash position is strong. Despite the higher engineering spending and the growth in inventory, we finished our Third Quarter with $7.8 million in cash and our net debt (deducting cash from current and long-term debt) is $2.9 million, $2.2 million lower than when we began the year," Mr. Harlan concluded.

Breeze-Eastern Corporation (NYSE Amex: BZC) today reported its Fiscal 2012 First Quarter financial results.

• Net sales: $18.2 million, a new record for First Quarter sales - up 10% over $16.5 million for the Fiscal 2011 First Quarter.
• Net income: $0.6 million, or $0.06 per diluted share, equal to the Fiscal 2011 First Quarter.
  Adjusted EBITDA, as described under “Non-GAAP Financial Measures” in this press release: $1.6 million, versus $2.0 million in the Fiscal 2011 First Quarter.
• Current debt: zero

• Long-term debt (total): $10.7 million, $0.8 million lower than three months ago, and $6.6 million lower than a year ago.
  Cash: $10.5 million, versus $2.4 million a year ago.

• Bookings: $13.6 million, versus $19.7 million in Fiscal 2011 First Quarter. The book-to-bill ratio for the Fiscal 2012 First Quarter was 0.7.

Mike Harlan, President and Chief Executive Officer, said, "We are pleased to have started our Fiscal year with record First Quarter sales and continued strong cash flow. We continued to accelerate debt principal pre-payments during the quarter, and, after subtracting cash, our net debt was down to $0.2 million."

Outlook

Mr. Harlan continued, “We are getting to the final stages for several major development programs; we completed final qualification testing for the C-27J Cargo Winch last quarter and will be providing initial qualified products for the CH-53K, AW-159, and A400M later this Fiscal year. Bookings in the First Quarter were less than expected due to a variety of delays, but we still expect to get more orders than shipments by the end of our Fiscal year. We expect our Fiscal Second Quarter sales to be stronger than the Fiscal 2011 Second Quarter and stronger than our Fiscal 2012 First Quarter. Our projected cash flow is still very strong."

July. 19, 2011 (Business Wire) -- Breeze-Eastern Corporation (NYSE Amex:BZC), a leading designer and manufacturer of high performance lifting and pulling devices for military and civilian aircraft, including rescue hoists, winches and cargo hooks, and weapons-lifting systems, announced today that its Board of Directors has adopted a Shareholder Rights Plan (the “Rights Plan”). The Rights Plan has been adopted to ensure the fair treatment of all shareholders in connection with any take-over bid for the common stock of the Company. The Rights Plan seeks to provide shareholders with adequate time to properly assess a take-over bid without undue pressure. It also is intended to provide the Board of Directors with time to fully consider an unsolicited take-over bid and, if appropriate, to take requisite action to maximize shareholder value.

The Rights Plan was unanimously approved by the Board of Directors. It is not being adopted in response to any proposal to acquire control of the Company, however, the Board of Directors has recognized that there are certain concentrations of ownership of the common stock of the Company and deemed it to be in the best interests of the Company’s shareholders to take action which would protect the interests of the minority shareholders of the Company in a transaction involving a change of control of the Company.

The terms of the Rights Plan provide for the Company’s shareholders to receive one right for each outstanding common share held. In general, the rights will become exercisable if a person or group acquires 10% or more of the Company’s common stock or announces a tender offer or exchange offer for 10% or more of the Company’s common stock. The Rights Plan grandfathers in the existing interest of shareholders who currently own in excess of 10%, but would be triggered by any additional purchases.

When the rights initially become exercisable, as described above, each holder of a Right will be allowed to purchase one one-thousandth of a share of a newly created series of the Company’s preferred shares at an exercise price of $14.00. However, if a person acquires 10% or more of the Company’s common stock in a transaction that was not approved by the Board of Directors, each right would entitle the holder (other than such an acquiring person) to purchase common stock in an amount equivalent to the exercise price at a 75% discount to the market price of the Company’s common stock at that time the rights Plan is triggered.

The rights will expire on July 18, 2014. The Company may redeem the rights for $0.01 each at any time until the tenth business day following public announcement that a person or group has acquired 10% or more of its outstanding common stock or one of the grandfathered common stock holders has purchased additional common stock.

The Rights Plan will terminate if it is not ratified by the Company’s shareholders within 12 months of its adoption. The Company intends to submit the Rights Plan for approval by its shareholders at its 2011 Annual Meeting of Shareholders.