Aviation Distributors Incorporated
Ticker:ADIN 1 Wrigley Drive
Exchange:NASDAQ-National Market Irvine, CA 92618
Industry:Service (SIC Code 5084) (714) 586-7558

Offering Information
Type of Shares:Common Shares Filing Date:7/12/96
U.S. Shares:1,200,000 Offer Date:3/3/97
Non-U.S. Shares:0 Filing Range:$6.50 - $8.50
Primary Shares:1,000,000 Offer Price:$5.00
Secondary Shares:200,000 Gross Spread:$0.45
Offering Amount: $9,000,000 Selling:$0.25
Expenses:$710,000 Reallowance:$0.10
Shares Out After:3,000,000

Primary Underwriting Group
ManagerTierPhone
Cruttenden Roth IncorporatedLead Manager (800) 678-9147

Selected Financial Data

Dollar amounts in U.S. millions except for per share data
Full Year
Audited
Income
Latest
Unaudited
Income
Prior
Unaudited
Income
Balance
Sheet
12/31/95 3/31/96 3/31/95 3/31/96
Revenue:$22.65$4.64$4.62Assets:$16.01
Net Income:-$0.22-$0.37-$0.17Curr Assets:
EPS:-$0.10-$0.18-$0.08Liabilities:$16.22
Prior EPS:$0.10Curr Liabilities:
Cash Flow/Oper:Equity:-$0.22
Cash Flow/Fin:Cash:
Cash Flow/Inv:

Business Description
The company is a supplier of new and used aircraft parts to major airlines worldwide. The company locates, acquires and supplies parts for all major aircraft. Additionally, the company enters into consignment and marketing agreements with major airlines, distributors and original equipment manufacturers, which allow the company to offer a wide range of parts for sale without certain risks and financing costs associated with owned inventory. The aircraft parts offered by the company include those manufactured by Boeing, McDonnell Douglas, Airbus, Pratt & Whitney, General Electric, Rolls Royce and Lockheed. Sales have increased from $2.6 million in 1992 to $7.2 million in 1993 to $16.4 million in 1994 to $22.7 million in 1995. The worldwide aircraft parts market is highly fragmented and parts are supplied by many types of suppliers, including airlines themselves, OEMs and numerous distributors, fixed base operators, Federal Aviation Administration certified facilities, traders and brokers.

Competition
The aircraft parts and supply industry is highly competitive. The company encounters substantial competition from 1) direct competitors such as The Ages Group, The Memphis Group, AAR Corp. and Aviation Sales Company and 2) indirect competitors such as OEMs, which include aircraft manufacturers such as Boeing, Airbus and McDonnell Douglas, as well as component manufacturers such as Bendix, Menasco and Goodrich. Competition is generally based on availability of product, reputation, customer service, price and lead time.

Business Plan
The company's primary objectives are to be a leading quality supplier of aircraft parts to airlines worldwide and to increase income from its business through the application of a comprehensive business strategy combining various customer service, marketing, operating and growth objectives. Although the company concentrates the majority of its marketing efforts on commercial airlines servicing the passenger market, it also seeks to foster business from commercial airlines servicing the cargo market, as well as overhaul facilities and OEMs.

Use of Proceeds
The proceeds from the proposed offering will be used to repay amounts outstanding under the company's line of credit and for general corporate purposes, including working capital.

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