HEICO Corporation
HEICO CORP (Form: 8-K, Received: 05/23/2017 16:39:06)


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
Date of Report (Date of earliest event Reported): May 23, 2017
HEICO CORPORATION
(Exact name of registrant as specified in its charter)
Florida
1-4604
65-0341002
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(I.R.S. Employer Identification Number)
3000 Taft Street, Hollywood, Florida 33021
(Address of Principal Executive Offices) (Zip Code)
(954) 987-4000
(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
[]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
[]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
[]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
[]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))









Item 2.02. Results of Operations and Financial Condition.
On May 23, 2017 , the Registrant issued a press release, a copy of which is attached hereto as Exhibit 99.1 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.
Exhibit 99.1. Press release dated May 23, 2017






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 hereunto duly authorized.
 
 
HEICO CORPORATION
 
 
 
 
Date:
May 23, 2017
By:
/s/ CARLOS L. MACAU, JR.
 
 
 
Carlos L. Macau, Jr.
Executive Vice President - Chief Financial Officer and Treasurer






EXHIBIT 99.1





May 23, 2017
Victor H. Mendelson (305) 374-1745 ext. 7590
Carlos L. Macau, Jr. (954) 987-4000 ext. 7570


HEICO CORPORATION REPORTS RECORD NET INCOME, OPERATING INCOME AND NET SALES FOR THE SECOND QUARTER OF FISCAL 2017; FULL FISCAL YEAR 2017 GROWTH ESTIMATES RAISED IN NET SALES, NET INCOME AND CASH FLOW

2nd Quarter Net Income up 18% on
Operating Income Increase of 15%

HOLLYWOOD, FL and MIAMI, FL -- HEICO CORPORATION (NYSE: HEI.A) (NYSE: HEI) today reported that net income increased 18% to a record $45.7 million, or 53 cents per diluted share, in the second quarter of fiscal 2017, up from $38.7 million, or 45 cents per diluted share, in the second quarter of fiscal 2016. In the first six months of fiscal 2017, net income increased 24% to a record $86.6 million, or $1.00 per diluted share, up from $69.9 million, or 82 cents per diluted share, in the first six months of fiscal 2016.

All share and per share information has been adjusted retrospectively to reflect a 5-for-4 stock split distributed by the Company in April 2017.

Operating income increased 15% to a record $76.5 million in the second quarter of fiscal 2017, up from $66.8 million in the second quarter of fiscal 2016. In the first six months of fiscal 2017, operating income increased 18% to a record $141.1 million, up from $119.4 million in the first six months of fiscal 2016.

The Company's consolidated operating margin improved to 20.8% in the second quarter of fiscal 2017, up from 19.0% in the second quarter of fiscal 2016. The Company's consolidated operating margin improved to 19.8% in the first six months of fiscal 2017, up from 18.2% in the first six months of fiscal 2016.

Net sales increased 5% to a record $368.7 million in the second quarter of fiscal 2017, up from $350.6 million in the second quarter of fiscal 2016. Net sales increased 8% to a record $712.1 million in the first six months of fiscal 2017, up from $656.9 million in the first six months of fiscal 2016.



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Consolidated Results

Laurans A. Mendelson, HEICO’s Chairman and CEO, commented on the Company's second quarter results stating, "We are very pleased to report record quarterly results in consolidated net sales, operating income and net income driven by record net sales and operating income at both operating segments. Our outstanding performance principally reflects increased demand and operating efficiencies within both of our operating segments, as well as the excellent performance of our well managed and profitable fiscal 2016 acquisition.

Cash flow provided by operating activities remained very strong, totaling $97.7 million, or 113% of net income, in the first six months of fiscal 2017. For the full fiscal year 2017, we anticipate cash flow provided by operating activities to approximate 150% of net income.

Our total debt to shareholders' equity ratio was 40.5% as of April 30, 2017.  Our net debt to shareholders’ equity ratio was 37.3% as of April 30, 2017, with net debt (total debt less cash and cash equivalents) of $424.1 million principally incurred to fund acquisitions in fiscal 2017 and 2016. Additionally, we increased the aggregate principal amount of our revolving credit facility by $200 million to $1.0 billion through increased commitments from existing lenders in April 2017. We have no significant debt maturities until fiscal 2019 and plan to utilize our financial flexibility to aggressively pursue high quality acquisition opportunities to accelerate growth and maximize shareholder returns.

As we look ahead to the remainder of fiscal 2017, we anticipate net sales growth within the Flight Support Group and Electronic Technologies Group resulting from increased demand across the majority of our product lines.  Also, we will continue our commitments to developing new products and services, further market penetration, and an aggressive acquisition strategy while maintaining our financial strength and flexibility.

Based on our current economic visibility, we are increasing our estimated consolidated fiscal 2017 year-over-year growth in net sales to 8% - 10% and in net income to 12% - 14%, up from prior growth estimates in net sales of 6% - 8% and in net income of 9% - 11%.  Additionally, we now anticipate our consolidated operating margin to approximate 20%, depreciation and amortization expense to approximate $65 million, capital expenditures to approximate $35 million and cash flow from operations to approximate $270 million, up from the previous estimate of $260 million in cash flow from operations.  These estimates include our recent acquisition of Air Cost Control (A2C), but exclude additional acquired businesses, if any."




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Flight Support Group

Eric A. Mendelson, HEICO's Co-President and President of HEICO's Flight Support Group, commented on the Flight Support Group's second quarter results stating, "Our record quarterly results in net sales and operating income principally reflects organic growth within the Flight Support Group's aftermarket replacement parts and repair and overhaul parts and services product lines.

The Flight Support Group's net sales increased 5% to a record $231.8 million in the second quarter of fiscal 2017, up from $220.3 million in the second quarter of fiscal 2016. The Flight Support Group's net sales increased 7% to a record $452.7 million in the first six months of fiscal 2017, up from $424.9 million in the first six months of fiscal 2016. The increase in the second quarter and first six months of fiscal 2017 mainly reflects organic growth of 5% and 6%, respectively. The organic growth in the second quarter and first six months of fiscal 2017 is principally attributed to increased demand and new product offerings within our aftermarket replacement parts and repair and overhaul parts and services product lines, partially offset by lower net sales within our specialty products product line.

The Flight Support Group's operating income increased 8% to a record $44.7 million in the second quarter of fiscal 2017, up from $41.3 million in the second quarter of fiscal 2016. The Flight Support Group's operating income increased 12% to a record $86.1 million in the first six months of fiscal 2017, up from $76.8 million in the first six months of fiscal 2016. The increase in the second quarter and first six months of fiscal 2017 is mainly attributed to the previously mentioned net sales growth and efficiencies realized from the benefit of our growth in net sales on relatively consistent period-over-period selling, general and administrative expenses.

The Flight Support Group's operating margin increased to 19.3% in the second quarter of fiscal 2017, up from 18.8% in the second quarter of fiscal 2016. The Flight Support Group's operating margin increased to 19.0% in the first six months of fiscal 2017, up from 18.1% in the first six months of fiscal 2016. The increase in the second quarter and first six months of fiscal 2017 principally reflects the previously mentioned net sales growth and efficiencies realized within selling, general and administrative expenses.

With respect to the remainder of fiscal 2017, we now estimate mid to high-single digit growth in the Flight Support Group's net sales over fiscal 2016 levels and the full year Flight Support Group operating margin to approximate 19.0% - 19.5%.  These estimates include our recent acquisition of A2C, but exclude additional acquired businesses, if any.”




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Electronic Technologies Group

Victor H. Mendelson, HEICO's Co-President and President of HEICO’s Electronic Technologies Group, commented on the Electronic Technologies Group's second quarter results stating, "Our record quarterly results in net sales and operating income were driven principally by increased customer demand for the majority of our products, most notably for certain aerospace, other electronics and medical products.

The Electronic Technologies Group's net sales increased 6% to a record $141.2 million in the second quarter of fiscal 2017, up from $132.6 million in the second quarter of fiscal 2016. The Electronic Technologies Group's net sales increased 13% to a record $267.3 million in the first six months of fiscal 2017, up from $236.7 million in the first six months of fiscal 2016. The increase in the second quarter and first six months of fiscal 2017 principally reflects organic growth of 5% and 6%, respectively. The organic growth in the second quarter and first six months of fiscal 2017 resulted from increased demand in certain aerospace, other electronics and medical products. Additionally, the increase in the first six months of fiscal 2017 reflects the contribution from our profitable fiscal 2016 acquisition.

The Electronic Technologies Group's operating income increased 16% to a record $38.8 million in the second quarter of fiscal 2017, up from $33.4 million in the second quarter of fiscal 2016. The Electronic Technologies Group's operating income increased 22% to a record $67.9 million in the first six months of fiscal 2017, up from $55.7 million in the first six months of fiscal 2016.
The increase in the second quarter and first six months of fiscal 2017 came primarily from the previously mentioned net sales growth and efficiencies realized from the benefit of our growth in net sales on relatively consistent period-over-period selling, general and administrative expenses. Further, the increase in operating income in the first six months of fiscal 2017 reflects a decrease in acquisition costs due to the first quarter of fiscal 2016 reflecting $3.1 million in acquisition costs associated with a prior year acquisition, partially offset by higher performance-based compensation expense.

The Electronic Technologies Group's operating margin improved to 27.5% in the second quarter of fiscal 2017, up from 25.2% in the second quarter of fiscal 2016. The Electronic Technologies Group's operating margin improved to 25.4% in the first six months of fiscal 2017, up from 23.5% in the first six months of fiscal 2016. The increase in the second quarter and first six months of fiscal 2017 principally reflects the previously mentioned net sales growth and efficiencies realized within selling, general and administrative expenses.

With respect to the remainder of fiscal 2017, we are continuing to estimate mid to high-single digit growth in the Electronic Technologies Group's net sales over fiscal 2016 levels, and now anticipate the full year Electronic Technologies Group's operating margin to approximate 25%.  These estimates exclude additional acquired businesses, if any.”




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(NOTE: HEICO has two classes of common stock traded on the NYSE. Both classes, the Class A Common Stock (HEI.A) and the Common Stock (HEI), are virtually identical in all economic respects. The only difference between the share classes is the voting rights. The Class A Common Stock (HEI.A) has 1/10 vote per share and the Common Stock (HEI) has one vote per share.)

There are currently approximately 50.6 million shares of HEICO's Class A Common Stock (HEI.A) outstanding and 33.8 million shares of HEICO's Common Stock (HEI) outstanding. The stock symbols for HEICO’s two classes of common stock on most websites are HEI.A and HEI. However, some websites change HEICO's Class A Common Stock trading symbol (HEI.A) to HEI/A or HEIa.

As previously announced, HEICO will hold a conference call on Wednesday, May 24, 2017 at 9:00 a.m. Eastern Daylight Time to discuss its second quarter results. Individuals wishing to participate in the conference call should dial: U.S. and Canada (877) 586-4323, International (706) 679-0934, wait for the conference operator and provide the operator with the Conference ID 19264407. A digital replay will be available two hours after the completion of the conference for 14 days. To access, dial: (404) 537-3406, and enter the Conference ID 19264407.

HEICO Corporation is engaged primarily in the design, production, servicing and distribution of products and services to certain niche segments of the aviation, defense, space, medical, telecommunications and electronics industries through its Hollywood, Florida-based Flight Support Group and its Miami, Florida-based Electronic Technologies Group.  HEICO's customers include a majority of the world's airlines and overhaul shops, as well as numerous defense and space contractors and military agencies worldwide, in addition to medical, telecommunications and electronics equipment manufacturers.  For more information about HEICO, please visit our website at http://www.heico.com. 

Certain statements in this press release constitute forward-looking statements, which are subject to risks, uncertainties and contingencies.  HEICO's actual results may differ materially from those expressed in or implied by those forward-looking statements as a result of factors including, but not limited to: lower demand for commercial air travel or airline fleet changes or airline purchasing decisions, which could cause lower demand for our goods and services; product specification costs and requirements, which could cause an increase to our costs to complete contracts; governmental and regulatory demands, export policies and restrictions, reductions in defense, space or homeland security spending by U.S. and/or foreign customers or competition from existing and new competitors, which could reduce our sales; our ability to introduce new products and services at profitable pricing levels, which could reduce our sales or sales growth; product development or manufacturing difficulties, which could increase our product development costs and delay sales; our ability to make acquisitions and achieve operating synergies from acquired businesses; customer credit risk; interest, foreign currency exchange and income tax rates; economic conditions within and outside of the aviation, defense, space, medical, telecommunications and electronics industries, which could negatively impact our costs and revenues; and defense budget cuts, which could reduce our defense-related revenue. Parties receiving this material are encouraged to review all of HEICO's filings with the



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Securities and Exchange Commission, including, but not limited to filings on Form 10-K, Form 10-Q and Form 8-K.  We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except to the extent required by applicable law.





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HEICO CORPORATION
Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)

 
Three Months Ended April 30,
 
 
2017
 
2016
 
Net sales

$368,657

 

$350,648

 
Cost of sales
228,275

 
216,619

 
Selling, general and administrative expenses
63,840

 
67,235

 
Operating income
76,542

 
66,794

 
Interest expense
(1,960
)
 
(2,333
)
 
Other income
151

 
568

 
Income before income taxes and noncontrolling interests
74,733

 
65,029

 
Income tax expense
23,900

 
21,300

 
Net income from consolidated operations
50,833

 
43,729

 
Less: Net income attributable to noncontrolling interests
5,147

 
5,072

 
Net income attributable to HEICO

$45,686

 

$38,657

 
 
 
 
 
 
Net income per share attributable to HEICO shareholders: (a)
 
 
 
 
Basic
$.54
 
$.46
 
Diluted
$.53
 
$.45
 
 
 
 
 
 
Weighted average number of common shares outstanding: (a)
 
 
 
 
Basic
84,221

 
83,653

 
Diluted
86,637

 
85,035

 
 
 
 
 
 
 
Three Months Ended April 30,
 
 
2017
 
2016
 
Operating segment information:
 
 
 
 
Net sales:
 
 
 
 
Flight Support Group

$231,809

 

$220,290

 
Electronic Technologies Group
141,169

 
132,566

 
Intersegment sales
(4,321
)
 
(2,208
)
 
 

$368,657

 

$350,648

 
 
 
 
 
 
Operating income:
 
 
 
 
Flight Support Group

$44,744

 

$41,308

 
Electronic Technologies Group
38,826

 
33,402

 
Other, primarily corporate
(7,028
)
 
(7,916
)
 
 

$76,542

 

$66,794

 






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HEICO CORPORATION
Condensed Consolidated Statements of Operations (Unaudited)
(in thousands, except per share data)

 
Six Months Ended April 30,
 
 
2017
 
2016
 
Net sales

$712,089

 

$656,875

 
Cost of sales
446,290

 
410,650

 
Selling, general and administrative expenses
124,707

 
126,810

 
Operating income
141,092

 
119,415

(c)
Interest expense
(3,929
)
 
(3,900
)
 
Other income
635

 
138

 
Income before income taxes and noncontrolling interests
137,798

 
115,653

 
Income tax expense
40,700

(b)
36,000

(d)
Net income from consolidated operations
97,098

 
79,653

 
Less: Net income attributable to noncontrolling interests
10,485

 
9,725

 
Net income attributable to HEICO

$86,613

 

$69,928

(c)(d)
 
 
 
 
 
Net income per share attributable to HEICO shareholders: (a)
 
 
 
 
Basic
$1.03
(b)
$.84
(c)(d)
Diluted
$1.00
(b)
$.82
(c)(d)
 
 
 
 
 
Weighted average number of common shares outstanding: (a)
 
 
 
 
Basic
84,182

 
83,624

 
Diluted
86,520

 
84,980

 
 
 
 
 
 
 
Six Months Ended April 30,
 
 
2017
 
2016
 
Operating segment information:
 
 
 
 
Net sales:
 
 
 
 
Flight Support Group

$452,710

 

$424,866

 
Electronic Technologies Group
267,334

 
236,718

 
Intersegment sales
(7,955
)
 
(4,709
)
 
 

$712,089

 

$656,875

 
 
 
 
 
 
Operating income:
 
 
 
 
Flight Support Group

$86,107

 

$76,788

 
Electronic Technologies Group
67,910

 
55,671

 
Other, primarily corporate
(12,925
)
 
(13,044
)
 
 

$141,092

 

$119,415

 



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HEICO CORPORATION
Footnotes to Condensed Consolidated Statements of Operations (Unaudited)
            

(a)
All share and per share information has been adjusted retrospectively to reflect a 5-for-4 stock split effected in April 2017.

(b)
During the first quarter of fiscal 2017, the Company adopted Accounting Standards Update ("ASU") 2016-09, "Improvements to Employee Share-Based Payment Accounting," resulting in the recognition of a $3.1 million discrete income tax benefit, which, net of noncontrolling interests, increased net income attributable to HEICO by $2.6 million. Additionally, the adoption of ASU 2016-09 resulted in a 712,000 increase in the Company's weighted average number of diluted common shares outstanding and an increase in net income per share attributable to HEICO shareholders of $.03 per basic and $.02 per diluted share in the first six months of fiscal 2017.

(c)
During the first quarter of fiscal 2016, the Company incurred $3.1 million of acquisition costs in connection with a fiscal 2016 acquisition.  These are one-time nonrecurring costs. These expenses, net of tax, decreased net income attributable to HEICO by $2.0 million, or $.02 per basic and diluted share.

(d)
During the first quarter of fiscal 2016, the Company recognized additional income tax credits for qualified R&D activities related to the last ten months of fiscal 2015 upon the retroactive and permanent extension of the U.S. federal R&D tax credit in December 2015. The tax credits, net of expenses, increased net income attributable to HEICO by $1.7 million, or $.02 per basic and diluted share.





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HEICO CORPORATION
Condensed Consolidated Balance Sheets (Unaudited)
(in thousands)

 
April 30, 2017
 
October 31, 2016
Cash and cash equivalents

$36,732

 

$42,955

Accounts receivable, net
213,107

 
202,227

Inventories, net
325,661

 
286,302

Prepaid expenses and other current assets
54,335

 
52,737

Total current assets
629,835

 
584,221

Property, plant and equipment, net
126,402

 
121,611

Goodwill
912,539

 
865,717

Intangible assets, net
388,366

 
366,863

Other assets
120,197

 
101,063

Total assets

$2,177,339

 

$2,039,475

 
 
 
 
Current maturities of long-term debt

$407

 

$411

Other current liabilities
211,571

 
214,010

Total current liabilities
211,978

 
214,421

Long-term debt, net of current maturities
460,465

 
457,814

Deferred income taxes
108,429

 
105,962

Other long-term liabilities
132,804

 
114,061

Total liabilities
913,676

 
892,258

Redeemable noncontrolling interests
125,132

 
99,512

Shareholders’ equity
1,138,531

 
1,047,705

Total liabilities and equity

$2,177,339

 

$2,039,475






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HEICO CORPORATION
Condensed Consolidated Statements of Cash Flows (Unaudited)
(in thousands)

 
Six Months Ended April 30,
 
2017
 
2016
Operating Activities:
 
 
 
Net income from consolidated operations

$97,098

 

$79,653

Depreciation and amortization
30,501

 
29,183

Employer contributions to HEICO Savings and Investment Plan
3,679

 
3,266

Share-based compensation expense
3,110

 
3,286

Increase in accrued contingent consideration
1,148

 
1,679

Foreign currency transaction adjustments, net
(280
)
 
2,186

Deferred income tax benefit
(2,909
)
 
(1,168
)
Tax benefit from stock option exercises

 
870

Excess tax benefit from stock option exercises

 
(870
)
Decrease in accounts receivable
1,358

 
7,875

Increase in inventories
(14,251
)
 
(9,855
)
Decrease in current liabilities
(20,766
)
 
(9,595
)
Other
(975
)
 
(3,805
)
Net cash provided by operating activities
97,713

 
102,705

 
 
 
 
Investing Activities:
 
 
 
Acquisitions, net of cash acquired
(80,838
)
 
(263,811
)
Capital expenditures
(13,538
)
 
(15,546
)
Other
(944
)
 
(3,241
)
Net cash used in investing activities
(95,320
)
 
(282,598
)
 
 
 
 
Financing Activities:
 
 
 
Borrowings on revolving credit facility, net
3,000

 
194,000

Cash dividends paid
(6,059
)
 
(5,350
)
Distributions to noncontrolling interests
(3,897
)
 
(5,507
)
Acquisitions of noncontrolling interests
(3,848
)
 
(3,599
)
Proceeds from stock option exercises
2,297

 
1,471

Excess tax benefit from stock option exercises

 
870

Revolving credit facility issuance costs
(270
)
 

Other
(371
)
 
(181
)
Net cash (used in) provided by financing activities
(9,148
)
 
181,704

 
 
 
 
Effect of exchange rate changes on cash
532

 
1,375

 
 
 
 
Net (decrease) increase in cash and cash equivalents
(6,223
)
 
3,186

Cash and cash equivalents at beginning of year
42,955

 
33,603

Cash and cash equivalents at end of period

$36,732

 

$36,789