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FA > SEC Filings for FA > Form 8-K on 13-Feb-2004All Recent SEC Filings

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Form 8-K for FAIRCHILD CORP


13-Feb-2004

Financial Statements and Exhibits

ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS.

(C) Exhibits.

99 Press Release Dated February 12, 2004, regarding our operating results for the first quarter ended December 31, 2003.


ITEM 12. RESULTS OF OPERATIONS AND FINANCIAL CONDITION:

On February 12, 2004, we issued a press release announcing our operating results for the first quarter ended December 31, 2003. A copy of the press release is attached hereto as Exhibit 99, and is hereby incorporated by reference.


DISCLAIMER:

The information in this report shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


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: February 12, 2004


THE FAIRCHILD CORPORATION

º By: /s/ Donald E. Miller º Name: Donald E. Miller º Title: Executive Vice President, º General Counsel and Secretary

Edgar Online has converted the HTML originally found in this filing document to plain text.

                                                           For Immediate Release
                                                          Contact: John L. Flynn
                                                         Chief Financial Officer
                                                                    703-478-5830
                                                     Email: jflynn@fairchild.com

FAIRCHILD ANNOUNCES ITS RESULTS FOR THE QUARTER ENDED DECEMBER 31, 2003

Dulles, Virginia (February 12, 2004) - The Fairchild Corporation (NYSE:FA) announced today that revenues were $44.2 million for the quarter ended December 31, 2003, compared to revenues of $20.8 million for the quarter ended December 29, 2002. The Company reported a net loss of $2.2 million, or $0.09 per share, for its quarter ended December 31, 2003, as compared to a net loss of $5.9 million, or $0.23 per share, for its quarter ended December 29, 2002.

Fairchild completed the acquisition of Hein Gericke, and IFW on November 1, 2003 and PoloExpress on January 2, 2004. Hein Gericke and PoloExpress are European leaders in their specialty fields. Revenues for these businesses, reported by Fairchild in its Sports and Leisure segment were $25.2 million for November and December of 2003, which was prior to the peak season beginning in March. Eric Steiner, President and Chief Operating Officer of The Fairchild Corporation, stated: "The Sports and Leisure segment has a historic trend of higher volumes of sales and profits in Europe during months from March to September. As of today, we have increased our orders for goods from our suppliers, which will be delivered to our retail stores for the new season beginning this spring. We expect that the Sports and Leisure segment will provide a solid base for future growth and for enhancing shareholder value."

Fairchild is continuing to investigate other acquisition opportunities.

About The Fairchild Corporation

The Fairchild Corporation is engaged in the design and sale of protective clothing, helmets and technical accessories for motorcyclists in Europe and the United States; and in aerospace distribution businesses which stock and distribute a wide variety of parts to aircraft operators and aerospace customers providing aircraft parts and services to customers worldwide. The Fairchild Corporation also owns and operates a shopping center located in Farmingdale, New York. Additional information is available on The Fairchild Corporation website (www.fairchild.com).

This news release may contain forward looking statements within the meaning of Section 27-A of the Securities Act of 1933, as amended, and Section 21-E of the Securities Exchange Act of 1934, as amended. The Company's actual results could differ materially from those set forth in the forward-looking statements, as a result of the risks associated with the Company's business, changes in general economic conditions, and changes in the assumptions used in making such forward-looking statements.

                           THE FAIRCHILD CORPORATION
                     CONSOLIDATED STATEMENTS OF OPERATIONS
                      (In thousands, except per share data)
                                                                  Three                           
Months Ended                                                                                       
---------------------------------------------------------------------------------------------------
REVENUE:                                                                  12/31/03       12/29/02  
---------------------------------------------------------------------------------------------------
   Net sales                                                              $ 41,882       $ 18,661  
   Rental revenue                                                            2,342          2,099  
---------------------------------------------------------------------------------------------------
                                                                            44,224         20,760  
 COSTS AND EXPENSES:                                                     
   Cost of goods sold                                                       28,781         14,859  
   Cost of rental revenue                                                    1,486          1,325  
   Selling, general & administrative                                        23,256         35,081  
   Other (income) expense, net                                              (3,116 )         (139 )
---------------------------------------------------------------------------------------------------
                                                                            50,407         51,126  
 OPERATING LOSS                                                             (6,183 )      (30,366 )
 Interest expense                                                            5,393         19,624  
 Interest income                                                              (190 )       (7,617 )
---------------------------------------------------------------------------------------------------
 Net interest expense                                                        5,203         12,007  
 Investment income                                                             154            532  
 Increase in fair market value of interest rate                          
 contract                                                                    2,090             28  
---------------------------------------------------------------------------------------------------
 Loss from continuing operations before taxes                               (9,142 )      (41,813 )
 Income tax benefit (provision)                                              2,487         (5,927 )
 Equity in earnings of affiliates, net                                          --            (80 )
 Minority interest, net                                                         81             --  
---------------------------------------------------------------------------------------------------
 Loss from continuing operations                                            (6,574 )      (47,820 )
 Earnings (loss) from discontinued operations, net                          (1,525 )        1,926  
 Gain on disposal of discontinued operations, net                            5,934         40,002  
---------------------------------------------------------------------------------------------------
 NET LOSS                                                                  $(2,165 )      $(5,892 )
---------------------------------------------------------------------------------------------------
BASIC AND DILUTED EARNINGS (LOSS) PER SHARE:                             
Loss from continuing operations                                           $  (0.26 )     $  (1.90 )
Earnings (loss) from discontinued operations, net                            (0.06 )         0.08  
Gain on disposal of discontinued operations, net                              0.23           1.59  
---------------------------------------------------------------------------------------------------
NET LOSS                                                                  $  (0.09 )     $  (0.23 )
---------------------------------------------------------------------------------------------------
Basic and Diluted weighted average shares outstanding                       25,190         25,163  
---------------------------------------------------------------------------------------------------
SEGMENT RESULTS                                                          
Revenues                                                                 
 Sports and Leisure Segment (a)                                           $ 25,207    $        --  
 Aerospace Segment                                                          16,673         18,661  
 Real Estate Operations Segment                                              2,342          2,099  
 Corporate and Other                                                             1             --  
---------------------------------------------------------------------------------------------------
 Total                                                                    $ 44,224       $ 20,760  
---------------------------------------------------------------------------------------------------
 Operating Income (Loss)                                                 
 Sports and Leisure Segment (a)                                            $(3,286 )  $        --  
 Aerospace Segment                                                              55            109  
 Real Estate Operations Segment                                                766            710  
 Corporate and Other                                                        (3,718 )      (31,185 )
---------------------------------------------------------------------------------------------------
 Total                                                                     $(6,183 )     $(30,366 )
---------------------------------------------------------------------------------------------------

(a) - Includes only two months of results from our sports and leisure segment since its acquisition on November 1, 2003.

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