B/E Aerospace Announces Intention to Repurchase Common Stock Issued in SMR Acquisition.

WELLINGTON, Fla.--(BUSINESS WIRE)--Oct. 5, 1998--B/E Aerospace, Inc. (Nasdaq-NMS: BEAV) today announced that, in light of the current market price of its stock, it intends to withdraw from registration with the SEC the four million shares of the Company's Common Stock previously issued to the selling stockholders in connection with the acquisition of SMR Aerospace, Inc. (SMR) and instead to repurchase such shares for cash. Pursuant to its agreement with the selling stockholders of SMR, the company had planned to effect an underwritten offering of the shares on behalf of such selling stockholders. To the extent the Net Proceeds from such secondary offering was less than approximately $30 per share (approximately $118 million in the aggregate, subject to adjustment), B/E would have been obligated to pay such difference to the selling stockholders in cash. As provided in the SMR acquisition agreement, the shares to be repurchased will be acquired at the price at which they originally issued of approximately $30 per share. B/E expects that such repurchase will be financed from borrowings.

B/E Aerospace, Inc. designs, develops, manufactures, sells and services a broad line of passenger cabin interior products for both commercial and general aviation aircraft, including seating products, cabinetry, passenger entertainment systems, a full line of passenger and crew oxygen and protective breathing equipment, passenger service systems and components and a complete line of food and beverage preparation and storage equipment. The Company also provides a broad range of interior reconfiguration services and products as a prime vendor to commercial airlines. B/E Aerospace is the world's leading supplier of cabin interior products and services, serving virtually all the world's airlines, aircraft manufacturers and business jet owners.

This press release contains forward-looking statements that involve risks and uncertainties that may cause the Company's actual experience to differ materially from that anticipated. Factors that might cause such a difference include, but are not limited to, those discussed in the Company's filings with the Securities and Exchange Commission, including its most recent Form 10-Q, proxy statement and Form 10-K, and in "Risk Factors" in its Form S-3 filed on July 30, 1998 relating to the registration of the Company's common stock, as well as future events that have the effect of reducing the Company's available cash balances, such as unexpected operating losses or delays in the integration of the Company's acquired businesses or the delivery of the MDDS interactive video system or capital expenditures or cash expenditures related to possible future acquisitions.