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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
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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): September 18, 1998
BREED Technologies, Inc.
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(Exact name of registrant as specified in its charter)
Delaware 1-11474 22-2767118
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(State of incorporation) (Commission File Number) (IRS Employer Identification No.)
5300 Old Tampa Highway 33811
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Lakeland, Florida (Zip Code)
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(Address of principal executive offices)
Registrant's telephone number, including area code: (941) 668-6000
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(Former name or former address, if changed since last report)
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ITEM 5. OTHER EVENTS
On September 18, 1998, BREED Technologies, Inc. announced that it has
resolved the remaining items that it previously announced were being discussed
with the Staff Securities and Exchange Commission. Following the Company's
September 2, 1998 meeting with the Staff of the Commission, it provided the
Staff supplemental information relating to the repositioning charge and
additional information relating to a $15.5 million special charge recorded by
the Company during the quarter ended December 31, 1997 relating to expected
losses under a contract with a European OEM. After providing such information,
the Staff has concurred with the Company's accounting treatment of the special
charge. In addition, the Company has resolved the remaining outstanding items
with the Staff regarding certain supplemental disclosures and charges and, as a
result, the Company will not be required to make further supplemental
disclosures or modify the repositioning and other special charges incurred
during the quarter ended December 31, 1997 other than as previously announced
and as described below.
As previously announced, as a result of its September 2, 1998 meeting with
the Staff of the Commission, the Company has agreed to make certain supplemental
disclosures in amendments to previously filed documents and to restate its
financial statements for certain prior periods. Accordingly, the Company intends
to file restated financial statements for the second fiscal quarter ended
December 31, 1997 and the third fiscal quarter ended March 31, 1998 that will
reflect the accounting for the write-down of goodwill and certain long-lived
assets under a methodology consistent with the Staff's views. The restatement
will not have a material adverse effect on previously reported results of
operations.
The Company expects to file certain amendments to previously filed
documents as well as its Annual Report on Form 10-K for the fiscal year ended
June 30, 1998 and to release earnings for the fourth quarter and fiscal year as
soon as practicable.
The press release included certain statements regarding, among other
things, the expected financial statement impact of the resolution of various
items with the SEC Staff, which statements constitute forward-looking statements
within the meaning of the Securities Act 1933 and the Securities Exchange Act of
1934. Such statements are subject to certain risks and uncertainties that could
cause actual results to differ materially from those projected. Such statements
are subject to risks relating to, among other things, the outcome of the
Company's discussions with the SEC Staff, which is not within the Company's
control. The Company's management believes these forward looking statements are
reasonable; however, undue reliance should not be placed on such forward looking
statements, which are based on current expectations.
Headquartered in Lakeland, Fla., the Company is the world's third largest
supplier of complete automotive occupant protection systems. The Company
supports its growing list of automotive customers with advanced engineering,
testing and manufacturing facilities located in 13 countries around the world.
A complete copy of the press release is attached hereto as Exhibit 99.1.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
99.1 Text of Press Release of BREED Technologies, Inc. dated September
18, 1998.
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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.
Date: September 18, 1998
BREED TECHNOLOGIES, INC.
By: /s/ Charles J. Speranzella, Jr.
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Charles J. Speranzella, Jr.
President, Chief Operating
Officer and Director
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INDEX TO EXHIBITS
EXHIBIT NUMBER AND DESCRIPTION PAGE
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99.1 Text of Press Release for BREED Technologies, Inc. dated
September 18, 1998......................................... 5
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