HEICO CORPORATION 
Overview
This discussion of our financial condition and results of operations should be read in conjunction with our condensed consolidated financial statements and notes thereto included herein. The preparation of consolidated financial statements in conformity with accounting principles generally accepted inthe United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ materially from those estimates if different assumptions were used or different events ultimately transpire. Certain immaterial prior year amounts within the Condensed Consolidated Statements of Cash Flows have been reclassified to conform to the current year presentation and resulted in no changes to total Net cash provided by operating activities, Net cash used in investing activities and Net cash (used in) provided by financing activities.
Our critical accounting policies, which require management to make judgments
about matters that are inherently uncertain, are described in Item 7,
"Management's Discussion and Analysis of Financial Condition and Results of
Operations," under the heading "Critical Accounting Policies" in our Annual
Report on Form 10-K for the year ended
Our business is comprised of two operating segments: theFlight Support Group ("FSG"), consisting ofHEICO Aerospace Holdings Corp. andHEICO Flight Support Corp. and their respective subsidiaries; and theElectronic Technologies Group ("ETG"), consisting ofHEICO Electronic Technologies Corp. and its subsidiaries. Our results of operations in the first nine months and third quarter of fiscal 2021 continue to reflect the adverse impact from the COVID-19 global pandemic (the "Pandemic"). Most notably, demand for our commercial aviation products and services continues to be moderated by the ongoing depressed commercial aerospace market as compared to pre-Pandemic levels. We experienced a significant improvement in operating results in the third quarter of fiscal 2021 as compared to the third quarter of fiscal 2020. The third quarter of fiscal 2020 was the quarter in which our results of operations were most negatively affected by the Pandemic's impact. Since then, theFlight Support Group has reported four consecutive quarters of improvement in net sales and operating income resulting from signs of commercial air travel recovery. 24
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Looking ahead to the remainder of fiscal 2021 and to fiscal 2022, we remain cautiously optimistic that the ongoing worldwide rollout of COVID-19 vaccines will positively influence commercial air travel and benefit the markets we serve. But, it is difficult to predict the Pandemic's path and effect, including factors like vaccination rates and new variants, which can impact our key markets. However, we believe our ongoing conservative policies, strong balance sheet, and high degree of liquidity enable us to invest in new research and development, execute on our successful acquisition program, and position HEICO for market share gains as the industry recovers. Additionally, our results of operations for the nine and three months endedJuly 31, 2021 have been affected by the fiscal 2020 acquisitions as further detailed in Note 2, Acquisitions, of the Notes to Consolidated Financial Statements of our Annual Report on Form 10-K for the year endedOctober 31, 2020 . 25
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Results of Operations
The following table sets forth the results of our operations, net sales and
operating income by segment and the percentage of net sales represented by the
respective items in our Condensed Consolidated Statements of Operations (in
thousands):
Nine months ended July 31, Three months ended July 31,
2021 2020 2021 2020
Net sales $1,356,260 $1,360,831 $471,707 $386,410
Cost of sales 833,336 840,411 286,990 242,927
Selling, general and administrative
expenses 245,053 232,835 83,879 75,049
Total operating costs and expenses 1,078,389 1,073,246 370,869 317,976
Operating income $277,871 $287,585 $100,838 $68,434
Net sales by segment:
Flight Support Group $666,732 $731,189 $237,118 $178,158
Electronic Technologies Group 706,182 638,285 239,543 210,919
Intersegment sales (16,654) (8,643) (4,954) (2,667)
$1,356,260 $1,360,831 $471,707 $386,410
Operating income by segment:
Flight Support Group $103,357 $121,597 $42,059 $12,021
Electronic Technologies Group 200,419 184,948 68,997 61,931
Other, primarily corporate (25,905) (18,960) (10,218) (5,518)
$277,871 $287,585 $100,838 $68,434
Net sales 100.0 % 100.0 % 100.0 % 100.0 %
Gross profit 38.6 % 38.2 % 39.2 % 37.1 %
Selling, general and administrative
expenses 18.1 % 17.1 % 17.8 % 19.4 %
Operating income 20.5 % 21.1 % 21.4 % 17.7 %
Interest expense .5 % .8 % .4 % .7 %
Other income .1 % .1 % - % .2 %
Income tax expense 2.7 % .7 % 3.3 % 2.3 %
Net income attributable to
noncontrolling interests 1.3 % 1.2 % 1.4 % .8 %
Net income attributable to HEICO 16.1 % 18.5 % 16.3 % 14.1 %
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Comparison of First Nine Months of Fiscal 2021 to First Nine Months of Fiscal 2020
Net Sales Our consolidated net sales in the first nine months of fiscal 2021 were$1,356.3 million , as compared to net sales of$1,360.8 million in the first nine months of fiscal 2020. The slight decrease in consolidated net sales principally reflects a decrease of$64.5 million (a 9% decrease) to$666.7 million in net sales within the FSG, partially offset by an increase of$67.9 million (an 11% increase) to a record$706.2 million in net sales within the ETG. The net sales decrease in the FSG is principally organic and reflects lower demand for the majority of our commercial aerospace products and services resulting from a decline in global commercial air travel attributable to the Pandemic. As a result, organic net sales of our specialty products, aftermarket replacement parts, and repair and overhaul parts and services product lines decreased by$36.2 million ,$29.5 million , and$7.4 million , respectively. The net sales increase in the ETG principally reflects$45.0 million contributed by our fiscal 2020 and 2021 acquisitions as well as organic growth of 2%. The ETG's organic growth is mainly attributable to increased demand for our other electronic and defense products resulting in net sales increases of$22.5 million and$4.4 million , respectively, partially offset by decreased demand for our commercial aerospace and space products resulting in net sales decreases of$7.0 million and$5.5 million , respectively. Sales price changes were not a significant contributing factor to the change in net sales of the FSG and ETG in the first nine months of fiscal 2021.
Gross Profit and Operating Expenses
Our consolidated gross profit margin increased to 38.6% in the first nine months of fiscal 2021, up from 38.2% in the first nine months of fiscal 2020. The increase principally reflects that the ETG, with its higher operating margin as compared to the FSG, contributed a larger proportion of our operating results in the first nine months of fiscal 2021 relative to the first nine months of fiscal 2020, which was partially offset by a decrease of 1.0% in the ETG's gross profit margin. The decrease in the ETG's gross profit margin principally reflects a less favorable product mix for defense products and a decrease in net sales of commercial space products, partially offset by an increase in net sales of other electronic products. Total new product research and development expenses included within our consolidated cost of sales were$52.2 million in the first nine months of fiscal 2021, up from$49.0 million in the first nine months of fiscal 2020. Our consolidated selling, general and administrative ("SG&A") expenses were$245.1 million in the first nine months of fiscal 2021, as compared to$232.8 million in the first nine months of fiscal 2020. The increase in consolidated SG&A expenses reflects$18.7 million of higher performance-based compensation expense and$10.8 million attributable to the fiscal 2020 and 2021 acquisitions, partially offset by a$9.5 million reduction in bad debt expense, a$4.7 million reduction in other general and administrative expenses and a$3.0 million reduction in other selling expenses including lower employment-related, travel, and marketing expenses. The Company recognized higher bad debt expense in the first nine months of fiscal 2020 due to potential collection difficulties from certain commercial aviation customers that filed for 27
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bankruptcy protection during the third quarter of fiscal 2020 as a result of the Pandemic's financial impact.
Our consolidated SG&A expenses as a percentage of net sales was 18.1% in the first nine months of fiscal 2021, as compared to 17.1% in the first nine months of fiscal 2020. The increase in consolidated SG&A expenses as a percentage of net sales principally reflects a 1.4% impact from higher performance-based compensation expense, partially offset by a .7% decrease from lower bad debt expense. Operating Income Our consolidated operating income decreased by 3% to$277.9 million in the first nine months of fiscal 2021, as compared to$287.6 million in the first nine months of fiscal 2020. The decrease in consolidated operating income principally reflects an$18.2 million decrease (a 15% decrease) to$103.4 million in operating income of the FSG, partially offset by a$15.5 million increase (an 8% increase) to a record$200.4 million in operating income of the ETG. The decrease in operating income of the FSG principally reflects the previously mentioned decrease in net sales, a$12.7 million increase from higher performance-based compensation expense, and the impact from fixed cost inefficiencies stemming from the Pandemic, partially offset by a$9.7 million decrease in bad debt expense. The increase in operating income of the ETG principally reflects the previously mentioned net sales growth, partially offset by the previously mentioned lower gross profit margin. Further, the decrease in consolidated operating income reflects$5.4 million of higher corporate expenses mainly attributable to an increase in performance-based compensation expense. Our consolidated operating income as a percentage of net sales was 20.5% in the first nine months of fiscal 2021, as compared to 21.1% in the first nine months of fiscal 2020. The decrease principally reflects a decrease in the FSG's operating income as a percentage of net sales to 15.5% in the first nine months of fiscal 2021, as compared to 16.6% in the first nine months of fiscal 2020 and a decrease in the ETG's operating income as a percentage of net sales to 28.4% in the first nine months of fiscal 2021, as compared to 29.0% in the first nine months of fiscal 2020. The decrease in the FSG's operating income as a percentage of net sales reflects a 1.1% increase in SG&A expenses as a percentage of net sales mainly from the previously mentioned higher performance-based compensation expense and fixed cost inefficiencies, partially offset by the previously mentioned lower bad debt expense. The decrease in the ETG's operating income as a percentage of net sales principally reflects the previously mentioned lower gross profit margin.
Interest Expense
Interest expense decreased to
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Other Income
Other income in the first nine months of fiscal 2021 and 2020 was not material.
Income Tax Expense
Our effective tax rate in the first nine months of fiscal 2021 was 13.3%, as compared to 3.5% in the first nine months of fiscal 2020. We recognized a discrete tax benefit from stock option exercises in both the first quarter of fiscal 2021 and 2020 of$13.5 million and$47.6 million , respectively. The tax benefit from stock option exercises in both periods was the result of strong appreciation in HEICO's stock price during the optionees' holding periods and the$34.1 million larger benefit recognized in the first quarter of fiscal 2020 was the result of more stock options exercised. Additionally, our effective tax rate in the first nine months of fiscal 2021 reflects the favorable impact of higher tax-exempt unrealized gains in the cash surrender values of life insurance policies related to the HEICO Corporation Leadership Compensation Plan ("HEICO LCP"). Net Income Attributable to Noncontrolling Interests Net income attributable to noncontrolling interests relates to the 20% noncontrolling interest held byLufthansa Technik AG inHEICO Aerospace Holdings Corp. and the noncontrolling interests held by others in certain subsidiaries of the FSG and ETG. Net income attributable to noncontrolling interests was$18.2 million in the first nine months of fiscal 2021, as compared to$16.6 million in the first nine months of fiscal 2020. The increase in net income attributable to noncontrolling interests in the first nine months of fiscal 2021 principally reflects higher allocations of net income to noncontrolling interests as a result of certain fiscal 2020 acquisitions and an increase in the operating results of certain subsidiaries of the ETG in which noncontrolling interests are held, partially offset by a decrease in the operating results of certain subsidiaries of the FSG in which noncontrolling interests are held.
Net Income Attributable to HEICO
Net income attributable to HEICO was$218.2 million , or$1.58 per diluted share, in the first nine months of fiscal 2021, as compared to$251.7 million , or$1.83 per diluted share, in the first nine months of fiscal 2020, principally reflecting the previously mentioned higher income tax expense and lower operating income of the FSG, partially offset by the previously mentioned higher operating income of the ETG. 29
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Comparison of Third Quarter of Fiscal 2021 to Third Quarter of Fiscal 2020
Our consolidated net sales in the third quarter of fiscal 2021 increased by 22% to$471.7 million , up from net sales of$386.4 million in the third quarter of fiscal 2020. The increase in consolidated net sales principally reflects an increase of$59.0 million (a 33% increase) to$237.1 million in net sales within the FSG and an increase of$28.6 million (a 14% increase) to$239.5 million in net sales within the ETG. The net sales increase in the FSG is principally organic and reflects increased demand for the majority of our commercial aerospace products and services resulting from some recovery in global commercial air travel as compared to the prior year. As a result, organic net sales of the FSG's aftermarket replacement parts, repair and overhaul parts and services, and specialty products product lines increased by$33.2 million ,$21.4 million , and$3.2 million , respectively. The net sales increase in the ETG principally reflects$16.8 million contributed by our fiscal 2020 and 2021 acquisitions as well as organic growth of 5%. The ETG's organic growth is mainly attributable to increased demand for our other electronic, defense, medical, and commercial aerospace products resulting in net sales increases of$9.5 million ,$5.1 million ,$2.1 million and$1.9 million , respectively, partially offset by a$9.1 million decrease in net sales of commercial space products. Sales price changes were not a significant contributing factor to the change in net sales of the FSG and ETG in the third quarter of fiscal 2021.
Gross Profit and Operating Expenses
Our consolidated gross profit margin improved to 39.2% in the third quarter of fiscal 2021, up from 37.1% in the third quarter of fiscal 2020. The increase principally reflects a 6.1% improvement in the FSG's gross profit margin, partially offset by a .6% decrease in the ETG's gross profit margin. The increase in the FSG's gross profit margin principally reflects the previously mentioned increased demand for the majority of our commercial aerospace products resulting in increased net sales in our aftermarket replacement parts and repair and overhaul parts and services product lines. The decrease in the ETG's gross profit margin principally reflects a decrease in net sales of commercial space products, partially offset by an increase in net sales of certain other electronic, defense, and commercial aerospace products. Total new product research and development expenses included within our consolidated cost of sales were$18.0 million in the third quarter of fiscal 2021, up from$15.1 million in the third quarter of fiscal 2020. Our consolidated SG&A expenses were$83.9 million in the third quarter of fiscal 2021, as compared to$75.0 million in the third quarter of fiscal 2020. The increase in consolidated SG&A expenses reflects a$7.0 million increase in performance-based compensation expense, a$4.4 million increase in other general and administrative expenses,$3.1 million attributable to the fiscal 2020 and 2021 acquisitions and a$2.5 million increase in other selling expenses, partially offset by an$8.1 million reduction in bad debt expense. The Company recognized higher bad debt expense in the third quarter of fiscal 2020 due to potential collection difficulties 30
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from certain commercial aviation customers that filed for bankruptcy protection during the third quarter of fiscal 2020 as a result of the Pandemic's financial impact. Our consolidated SG&A expenses as a percentage of net sales decreased to 17.8% in the third quarter of fiscal 2021, down from 19.4% in the third quarter of fiscal 2020. The decrease in consolidated SG&A expenses as a percentage of net sales principally reflects a 2.1% impact from lower bad debt expense as well as efficiencies gained from the previously mentioned net sales growth, partially offset by a 1.3% impact from higher performance-based compensation expense.
Operating Income
Our consolidated operating income increased by 47% to$100.8 million in the third quarter of fiscal 2021, up from$68.4 million in the third quarter of fiscal 2020. The increase in consolidated operating income principally reflects a$30.0 million increase (a 250% increase) to$42.1 million in operating income of the FSG and a$7.1 million increase (an 11% increase) to$69.0 million in operating income of the ETG. The increase in operating income of the FSG principally reflects the previously mentioned net sales growth and improved gross profit margin, as well as an$8.4 million decrease in bad debt expense. The increase in operating income of the ETG principally reflects the previously mentioned net sales growth, partially offset by the previously mentioned lower gross profit margin. Further, the increase in consolidated operating income was partially offset by$4.1 million of higher corporate expenses mainly attributable to an increase in performance-based compensation expense. Our consolidated operating income as a percentage of net sales increased to 21.4% in the third quarter of fiscal 2021, up from 17.7% in the third quarter of fiscal 2020. The increase principally reflects an increase in the FSG's operating income as a percentage of net sales to 17.7% in the third quarter of fiscal 2021, up from 6.7% in the third quarter of fiscal 2020, partially offset by a decrease in the ETG's operating income as a percentage of net sales to 28.8% in the third quarter of fiscal 2021, as compared to 29.4% in the third quarter of fiscal 2020. The increase in the FSG's operating income as a percentage of net sales principally reflects the previously mentioned increase in net sales and improved gross profit margin, as well as a 4.7% impact from the previously mentioned decrease in bad debt expense. The decrease in the ETG's operating income as a percentage of net sales reflects the previously mentioned lower gross profit margin. Interest Expense Interest expense decreased to$1.7 million in the third quarter of fiscal 2021, down from$2.6 million in the third quarter of fiscal 2020. The decrease was principally due to a lower weighted average balance of borrowings outstanding under our revolving credit facility.
Other Income
Other income in the third quarter of fiscal 2021 and 2020 was not material.
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Income Tax Expense
Our effective tax rate was 15.7% in the third quarter of fiscal 2021, as
compared to 13.4% in the third quarter of fiscal 2020. The increase principally
reflects the fact that the third quarter of fiscal 2020 reflected a larger
deduction related to Foreign-Derived Intangible Income ("FDII") principally
resulting from the final tax regulations issued during that quarter as part of
the Tax Cuts and Jobs Act that was enacted in December 2017 .
Net Income Attributable to Noncontrolling Interests
Net income attributable to noncontrolling interests relates to the 20% noncontrolling interest held byLufthansa Technik AG inHEICO Aerospace Holdings Corp. and the noncontrolling interests held by others in certain subsidiaries of the FSG and ETG. Net income attributable to noncontrolling interests was$6.8 million in the third quarter of fiscal 2021, as compared to$3.2 million in the third quarter of fiscal 2020. The increase in net income attributable to noncontrolling interests in the third quarter of fiscal 2021 principally reflects an increase in the operating results of certain subsidiaries of the FSG and ETG in which noncontrolling interests are held as well as higher allocations of net income to noncontrolling interests as a result of certain fiscal 2020 acquisitions.
Net Income Attributable to HEICO
Net income attributable to HEICO increased by 42% to$76.9 million , or$.56 per diluted share, in the third quarter of fiscal 2021, up from$54.3 million , or$.40 per diluted share, in the third quarter of fiscal 2020, principally reflecting the previously mentioned higher operating income of the FSG and ETG.
Outlook
Looking ahead to the remainder of fiscal 2021 and to fiscal 2022, we remain
cautiously optimistic that the ongoing worldwide rollout of COVID-19 vaccines
will positively influence commercial air travel and benefit the markets we
serve. But, it is difficult to predict the Pandemic's path and effect, including
factors like vaccination rates and new variants, which can impact our key
markets. Therefore, we feel it would not be responsible to provide fiscal 2021
net sales and earnings guidance at this time. However, we believe our ongoing
conservative policies, strong balance sheet, and high degree of liquidity enable
us to invest in new research and development, execute on our successful
acquisition program, and position HEICO for market share gains as the industry
recovers.
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Liquidity and Capital Resources
Our principal uses of cash include acquisitions, capital expenditures, cash dividends, distributions to noncontrolling interests and working capital needs. We now anticipate fiscal 2021 capital expenditures to be approximately$35-$38 million . We finance our activities primarily from our operating and financing activities, including borrowings under our revolving credit facility. The revolving credit facility contains both financial and non-financial covenants. As ofJuly 31, 2021 , we were in compliance with all such covenants and our total debt to shareholders' equity ratio was 17.4%. Based on our current outlook, we believe that our net cash provided by operating activities and available borrowings under our revolving credit facility will be sufficient to fund cash requirements for at least the next twelve months.
Operating Activities
Net cash provided by operating activities was$334.1 million in the first nine months of fiscal 2021 and consisted primarily of net income from consolidated operations of$236.4 million , depreciation and amortization expense of$68.8 million (a non-cash item), a$16.8 million decrease in working capital, net changes in other long-term liabilities and assets related to the HEICO LCP of$12.2 million (principally participant deferrals and employer contributions),$7.4 million in employer contributions to the HEICO Savings and Investment Plan (a non-cash item), and$6.4 million in share-based compensation expense (a non-cash item), partially offset by a$17.0 million deferred income tax benefit. The decrease in net working capital reflects a$12.5 million increase in accrued expenses and other current liabilities as a result of higher accrued performance-based compensation, as well as a$4.2 million increase in trade accounts payable resulting from the timing of payments. Net cash provided by operating activities increased by$35.1 million in the first nine months of fiscal 2021, up from$299.0 million in the first nine months of fiscal 2020. The increase is principally attributable to a$71.2 million decrease in net working capital and a$3.6 million increase in depreciation and amortization expense, partially offset by a$31.9 million decrease in net income from consolidated operations and a$7.6 million increase in deferred income tax benefits. The decrease in net working capital primarily resulted from the payment of a smaller amount of accrued performance-based compensation expense in the first nine months of fiscal 2021 resulting from the lower fiscal 2020 operating results mainly attributable to the Pandemic, a decrease in inventory during the first nine months of fiscal 2021 compared to the significant inventory growth in the first nine months of fiscal 2020 as a result of certain inventory purchase commitments based on pre-Pandemic net sales expectations and to support the backlog of certain of our business, and an increase in trade accounts payable resulting from the timing of payments, partially offset by a net increase in accounts receivable and contract assets resulting from the timing of collections and customer billings. 33
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Investing Activities
Net cash used in investing activities totaled$68.9 million in the first nine months of fiscal 2021 and related primarily to capital expenditures of$30.1 million , acquisitions of$29.6 million (net of cash acquired), and investments related to the HEICO LCP of$12.4 million .
Financing Activities
Net cash used in financing activities in the first nine months of fiscal 2021 totaled$403.2 million . During the first nine months of fiscal 2021, we made$355.0 million in payments on our revolving credit facility, paid$23.0 million in cash dividends on our common stock, made$21.9 million of distributions to noncontrolling interests, redeemed common stock related to stock option exercises aggregating$3.7 million , paid$2.3 million to acquire certain noncontrolling interests, and paid revolving credit facility issuance costs of$1.5 million , which were partially offset by$4.5 million in proceeds from stock option exercises. Contractual Obligations There have not been any material changes to the amounts presented in the table of contractual obligations that was included in our Annual Report on Form 10-K for the year endedOctober 31, 2020 .
Off-Balance Sheet Arrangements
Guarantees
As of
New Accounting Pronouncements
See Note 1, Summary of Significant Accounting Policies - New Accounting Pronouncements, of the Notes to Condensed Consolidated Financial Statements for additional information.
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Forward-Looking Statements
Certain statements in this report constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained herein that are not clearly historical in nature may be forward-looking and the words "anticipate," "believe," "expect," "estimate" and similar expressions are generally intended to identify forward-looking statements. Any forward-looking statement contained herein, in press releases, written statements or other documents filed with theSecurities and Exchange Commission or in communications and discussions with investors and analysts in the normal course of business through meetings, phone calls and conference calls, concerning our operations, economic performance and financial condition are subject to risks, uncertainties and contingencies. We have based these forward-looking statements on our current expectations and projections about future events. All forward-looking statements involve risks and uncertainties, many of which are beyond our control, which may cause actual results, performance or achievements to differ materially from anticipated results, performance or achievements. Also, forward-looking statements are based upon management's estimates of fair values and of future costs, using currently available information. Therefore, actual results may differ materially from those expressed in or implied by those forward-looking statements. Factors that could cause such differences include: the severity, magnitude and duration of the Pandemic; our liquidity and the amount and timing of cash generation; lower commercial air travel caused by the Pandemic and its aftermath, 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 byU.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 and manufacturing 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, including the effects of inflation, within and outside of the aviation, defense, space, medical, telecommunications and electronics industries, which could negatively impact our costs and revenues; and defense spending or budget cuts, which could reduce our defense-related revenue. 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. 35
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