<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
For The Quarterly Period Ended October 1, 1999
Commission File Number 1-14182
TB WOOD'S CORPORATION
------------------------------------------------------
(Exact Name of registrant as specified in its charter)
DELAWARE 25-1771145
- ------------------------------- ------------------------------------
(State or other Jurisdiction of (IRS Employer Identification Number)
Incorporation of Organization)
440 North Fifth Avenue, Chambersburg, PA 17201
- ------------------------------------------ -----------
(Address of principal executive offices) (Zip Code)
(717) 264-7161
------------------------------------------------------
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports required
to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
----- -----
Number of shares outstanding of the issuer's Common Stock:
Class Outstanding at October 1, 1999
- ---------------------------- ------------------------------
Common Stock, $.01 par value 5,879,508
<PAGE>
Table of Contents
Part I. - Financial Information Page No.
- ------------------------------- --------
Condensed Consolidated Balance Sheets -
October 1, 1999 and January 1, 1999 3
Condensed Consolidated Statements of Operations -
For the Third Quarter and Year to Date Ended
October 1, 1999 and October 2, 1998 4
Condensed Consolidated Statements of Cash Flows -
For Year to Date Ended
October 1, 1999 and October 2, 1998 5
Notes to Condensed Consolidated Financial Statements 6
Management's Discussion and Analysis of
Financial Condition and Results of Operations 8
Part II. - Other information 11
- ----------------------------
2
<PAGE>
Part I.-Financial Information
Item 1. Financial Statements
TB Wood's Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
Unaudited
October 1, January 1,
(in thousands, except per share and share amounts) 1999 1999
- ------------------------------------------------------------------------------- -----------------------
ASSETS
Current Assets:
<S> <C> <C>
Cash and cash equivalents ..................................................... $ 3,072 $ 2,521
Accounts receivable, less allowances for doubtful accounts,
discounts, and claims of $386 at October 1, 1999 and $414 at January 1, 1999 .. 19,074 17,428
Inventories ................................................................... 31,034 29,855
Other current assets ......................................................... 3,289 2,705
----------------------
Total current assets .................................................... 56,469 52,509
----------------------
Property, plant, and equipment ................................................ 61,657 55,249
Less accumulated depreciation ................................................. 31,452 27,553
----------------------
Net property, plant and equipment ......................................... 30,205 27,696
----------------------
Other Assets:
Deferred income taxes ......................................................... 3,695 3,570
Goodwill, net of accumulated amortization of $1,568 at
October 1, 1999 and $1,418 at January 1, 1999 ............................ 9,909 10,059
Other ......................................................................... 2,330 2,191
----------------------
Total other assets ....................................................... 15,934 15,820
----------------------
TOTAL ASSETS .................................................................. $ 102,608 $ 96,025
======================
LIABILITIES AND SHAREHOLDERS' EQUITY
Current Liabilities:
Current maturities of long-term debt .......................................... $ 273 $ 378
Accounts payable .............................................................. 10,909 6,332
Checks outstanding ............................................................ 1,227 1,705
Accrued expenses .............................................................. 9,786 9,012
Deferred income taxes ......................................................... 1,589 1,589
----------------------
Total current liabilities ................................................ 23,784 19,016
--------- ---------
Long-term debt, less current maturities ....................................... 32,950 32,091
----------------------
Postretirement benefit obligation, less current portion ....................... 15,594 16,403
----------------------
Equity in minority shareholders ............................................... 386 --
----------------------
Shareholders' Equity:
Preferred stock, $.01 par value; 5,000,000 shares authorized,
no shares issued or outstanding .......................................... -- --
Common stock, $.01 par value; 40,000,000 shares authorized, 5,887,698 shares
issued and 5,879,508 and 5,877,580 shares outstanding at October 1, 1999 and
January 1, 1999, respectively .............................................. 59 59
Treasury Stock, at cost ....................................................... (89) (158)
Additional paid-in capital .................................................... 29,118 28,821
Retained Earnings ............................................................. 2,528 1,136
Other comprehensive income .................................................... (1,969) (1,343)
----------------------
Total shareholders' equity ............................................... 29,894 28,515
----------------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY .................................. $ 102,608 $ 96,025
======================
</TABLE>
The accompanying notes are an integral part of these consolidated financial
statements.
3
<PAGE>
TB Wood's Corporation and Subsidiaries
Condensed Consolidated Statements of Operations
<TABLE>
<CAPTION>
Unaudited Unaudited
Third Quarter Ended Year to Date
Oct. 1 Oct. 2 Oct. 1 Oct. 2
(in thousands, except share and per share amounts) 1999 1998 1999 1998
- ---------------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales ........................................ $ 32,293 $ 34,150 $ 93,074 $ 104,362
Cost of sales .................................... 20,757 22,312 59,941 66,896
---------------------------------------------------------------------
Gross profit ................................... 11,536 11,838 33,133 37,466
Selling, general and administrative expenses ..... 8,186 8,401 24,225 25,132
---------------------------------------------------------------------
Operating income, before minority interest .... 3,350 3,437 8,908 12,334
---------------------------------------------------------------------
Minority Interest ................................ 412 -- 412 --
---------------------------------------------------------------------
Operating income ................................. 2,938 3,437 8,496 12,334
Other expense:
Interest expense and other finance charges .... (482) (399) (1,453) (1,476)
Other, net .................................... (58) (99) (555) (183)
---------------------------------------------------------------------
Other expense, net ......................... (540) (498) (2,008) (1,659)
---------------------------------------------------------------------
Income before provision for income taxes ......... 2,398 2,939 6,488 10,675
---------------------------------------------------------------------
Provision for income taxes ....................... 903 1,180 2,530 4,274
---------------------------------------------------------------------
Net income ....................................... 1,495 1,759 3,958 6,401
=====================================================================
Per share of common stock:
Basic net income per common share ................ $0.25 $0.30 $0.67 $1.09
=====================================================================
Weighted average shares of common stock .......... 5,892 5,862 5,905 5,870
=====================================================================
Diluted net income per common share .............. $0.25 $0.30 $0.67 $1.08
=====================================================================
Diluted weighted average shares of common stock
and equivalents outstanding ................... 5,906 5,907 5,920 5,931
=====================================================================
</TABLE>
The accompanying notes are an integral part of these
consolidated financial statements.
4
<PAGE>
TB Wood's Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
<TABLE>
<CAPTION>
Unaudited
Year to Date
Oct. 1, Oct. 2,
(in thousands) 1999 1998
- ---------------------------------------------------------------------------- ----------------------------
Cash Flows from Operating Activities:
<S> <C> <C>
Net income .......................................................... $ 3,958 $ 6,401
----------------------------
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization .................................. 3,383 3,757
Change in deferred income taxes, net ........................... (125) 89
Stock option compensation expense .............................. 0 21
Profit sharing compensation expense ............................ 292 240
Minority interest .............................................. 412 (16)
Net gain on sale of assets ..................................... (98) (17)
Changes in working capital:
Accounts receivable, net .................................. (1,646) (297)
Inventories, net .......................................... (1,179) (4,658)
Prepaid expenses and other current assets ................. (638) (684)
Accounts payable .......................................... 4,577 (410)
Accrued and other liabilities ............................. 137 (2,058)
----------------------------
Total adjustments .................................... 5,115 (4,033)
----------------------------
Net cash provided by operating activities ............ 9,073 2,368
----------------------------
Cash Flows from Investing Activities:
Capital expenditures ................................................ (6,276) (4,537)
Proceeds from sale of fixed assets .................................. 791 246
Other, net .......................................................... (464) (1,048)
----------------------------
Net cash used in investing activities .......................... (5,949) (5,339)
----------------------------
Cash Flows from Financing Activities:
Change in checks outstanding ........................................ (478) (983)
(Repayments)/proceeds of other long-term debt, net .................. 2,653 (533)
Proceeds from new revolving credit facility ......................... 29,600 32,700
Repayments of new revolving credit facility ......................... (31,200) (26,113)
Payment of dividends ................................................ (1,590) (1,526)
Treasury Stock ...................................................... 69 (745)
Other ............................................................... (1,001) (497)
----------------------------
Net cash provided by (used in) financing activities ............ (1,947) 2,303
----------------------------
Effect of changes in foreign exchange rates ......................... (626) (107)
----------------------------
Net (decrease) increase in cash and cash equivalents ................ 551 (775)
Cash and cash equivalents at beginning of period .................... 2,521 2,552
----------------------------
Cash and cash equivalents at end of period .......................... $ 3,072 $ 1,777
============================
</TABLE>
The accompanying notes are an integral part of these consolidated statements.
5
<PAGE>
TB Wood's Corporation and Subsidiaries
Notes To Condensed Consolidated Financial Statements
(in thousands, except per share amounts)
1. In the opinion of management, the accompanying unaudited condensed
consolidated financial statements contain all adjustments necessary to
present fairly the financial position of TB Wood's Corporation and
Subsidiaries (the "Company") as of October 1, 1999 and the results of
operations and cash flows for the Third Quarter and year to date ended
October 1, 1999 and October 2, 1998. Operating results for the interim
periods presented are not necessarily indicative of the results that may
be expected for the fiscal year ending December 31, 1999.
2. The major classes of inventories at October 1, 1999 and January 1, 1999
consisted of the following:
Unaudited
-------------------------
October 1, January 1,
1999 1999
------------------------
Raw materials and supplies ...... $ 6,488 $ 5,982
Work in process .................. 8,648 8,370
Finished goods ................... 21,828 21,433
------------------------
Total at FIFO cost ............... 36,964 35,785
Excess of FIFO cost over LIFO cost (5,930) (5,930)
------------------------
Total at LIFO cost ............... $ 31,034 $ 29,855
========================
3. On October 4, 1999, the Board of Directors declared a quarterly cash
dividend of $0.09 per share payable on October 29, 1999 to stockholders
of record on October 15, 1999.
4. In 1996, the Board of Directors authorized, subject to certain business
and market conditions, the Company to purchase up to 200,000 of the
Company's common shares. Through October 1, 1999 the number of shares
purchased under this authorization was 139,482. During the third quarter
of 1999, no treasury shares were issued to employees under employee
option and stock purchase plans, and the number of shares issued for the
Retirement Savings and Investment plan was 6,035. As of October 1, 1999,
8,190 shares were held in treasury, at cost.
5. Effective January 3, 1998, the Company adopted Statement of Financial
Accounting Standards No. 130, "Reporting Comprehensive Income," which
requires companies to disclose components of comprehensive income,
defined as the total of net income and all other non-owner changes in
equity.
Total comprehensive income for the year to date periods ended October 1,
1999 and October 2, 1998 was as follows:
Unaudited Unaudited
-------------------------
Oct. 1, 1999 Oct. 2, 1998
-------------------------------------------- -------------------------
Net Income.................................. $3,958 $6,401
Other comprehensive income, net of tax:
Foreign currency translation adjustments... (626) (107)
-------------------------
Total comprehensive income.................. $3,332 $6,294
=========================
6
<PAGE>
6. Basic EPS is computed by dividing reported earnings available to common
shareholders by weighted average shares outstanding. No dilution for any
potentially dilutive securities is included in basic EPS. Diluted EPS is
computed by dividing reported earnings available to common shareholders
by weighted average shares and common equivalent shares outstanding. The
computation of weighted average shares outstanding and net income per
share are as follows:
<TABLE>
<CAPTION>
Third Quarter Year to date
Oct. 1 Oct. 2 Oct. 1 Oct. 2
(in thousands, except per share amounts) 1999 1998 1999 1998
- ------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Weighted average number of common shares
outstanding ............................ 5,892 5,862 5,905 5,870
Shares issued upon assumed exercise of
outstanding stock options .............. 14 45 15 61
-----------------------------------------------
Weighted average number of common and
common equivalent shares outstanding ... 5,906 5,907 5,920 5,931
===============================================
Net Income ............................... $1,495 $1,759 $3,958 $6,401
===============================================
Basic net income per common share ........ $ 0.25 $ 0.30 $ 0.67 $ 1.09
===============================================
Diluted net income per common share ...... $ 0.25 $ 0.30 $ 0.67 $ 1.08
===============================================
</TABLE>
7. Segment Reporting
The following table summarizes revenues, operating income, total assets
and expenditures for long-lived assets by business segment as of
October 1, 1999.
<TABLE>
<CAPTION>
Mechanical Electronics
Business Business Total
---------------------------------------------------------------
<S> <C> <C> <C>
Revenues from external customers ......... $55,907 $37,167 $93,074
Year to Date Operating Profit ........... 6,970 1,938 8,908
Depreciation and Amortization ........... 2,177 1,206 3,383
Segment Assets .......................... 52,819 27,051 79,870
Expenditures for long-lived assets ...... 5,517 759 6,276
</TABLE>
7
<PAGE>
The following table reconciles segment profit to consolidated income
before income taxes and extraordinary item as of October 1, 1999.
Total operating profit for reportable
segments $8,908
Interest, net (1,453)
Other unallocated amounts (555)
Minority interest (412)
----
Income before income taxes
and extraordinary items $6,488
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
RESULTS OF OPERATIONS (in thousands, except per share amounts)
TB Wood's Corporation and Subsidiaries (the "Company") posted net sales
for the third quarter 1999 of $32,293, compared to $34,150 for the third quarter
1998, a decrease of 5.4% primarily due to the Electronic Business as noted
below. Year-to-date net sales for 1999 were $93,074, $11,288 lower than net
sales of $104,362 for the same period 1998. Mechanical Business net sales for
the third quarter of $20,131 were $1,143 higher than net sales of $18,988 in
comparable 1998. Mechanical Business net sales were up 11.8% over the second
quarter 1999. Electronics Business net sales were $12,162, a $3,000 decrease
from net sales of $15,162 in the third quarter of 1998. The decrease is due to
lower system sales, fluctuating currency translation rates and the inclusion of
Berges September 1998 financials in the third quarter 1998 consolidated
financials. Prior to the third quarter 1998 financials, there was a one-month
lag in reporting Berges financials. Third quarter Electronic Business net
revenues were down 4.3% from second quarter net revenues.
Company cost of sales ("COS") in the third quarter 1999 were $20,757
compared to $22,312 for the same period last year, a decrease of 7.0%. As a
percent of sales, COS of 64.3% for the third quarter 1999 decreased 1.0% from
1998's third quarter of 65.3%. Year-to-date 1999 COS were $59,941, $6,955 lower
than COS of $66,896 for 1998. Mechanical Business COS of $13,231 in the third
quarter 1999 was $147 higher than COS of $13,084 in the third quarter 1998. As a
percent of sales for the third quarter 1999, Mechanical Business reported COS of
65.7%, down 3.2% from 68.9% in the prior year. Electronics Business COS for the
third quarter 1999 was $7,525, a $1,701 decrease from COS of $9,226 for the same
quarter of 1998. As a percent of sales for the third quarter 1999, Electronics
Business COS increased 1.1% from 60.8% in comparable 1998 to 61.9% for the third
quarter 1999. Decreased sales volume lead to decreased absorption of Electronics
Business fixed costs.
Selling, general and administrative ("SG&A") expenses for the third
quarter 1999 were $8,186, compared to $8,401 for the third quarter 1998, a
decrease of $215, or 2.6%. SG&A, as a percent of sales, increased to 25.3% in
the third quarter 1999 from 24.6% in the third quarter 1998. Year-to-date 1999
SG&A expenses were $24,225 compared to $25,132 for 1998.
Income from operations for the Company was $3,350 for the third quarter
1999, or 10.4% as a percent of sales, and $87 lower than third quarter 1998
income from operations of $3,437, which was 10.1% of sales. Income from
operations year-to-date 1999 was $8,908, $3,426 lower than the $12,334 reported
for the same period in 1998. The reduction in operating profit was due to lower
sales volume, less favorable mix of products sold, and cost inflation pressures.
These factors were partially offset by the Company's continued emphasis on
productivity and the incremental benefit from the Joint Venture agreement with
Electron Corporation.
8
<PAGE>
Other expense for the third quarter 1999 was $540, compared to other
expense of $498 for the same period last year. Interest expense, a component of
other expense, for the Company was $482 in the third quarter of 1999, an $83
increase from $399 of interest expense in the third quarter of 1998.
Year-to-date other expense was $2,008, $349 higher than $1,659 for 1998. The
year-to-date increase was primarily the result of expenses related to a
potential acquisition.
Net income in the third quarter 1999 was $1,495, or $0.25 per diluted
share, $264 lower than the $1,759, or $0.30 per diluted share, a year ago.
Year-to-date net income for 1999 was $3,958 compared to $6,401 for comparable
1998. The decrease in earnings was due primarily to lower net sales in the
second and third quarters of 1999.
LIQUIDITY AND CAPITAL RESOURCES (in thousands, except per share amounts)
Working Capital at October 1, 1999 was $32,685, 2.4% below $33,493 at
January 1, 1999. The decrease was due primarily to increased accounts payable.
Current ratio decreased to 2.4:1 at October 1, 1999 from 2.8:1 at year-end 1998.
Outstanding long-term debt increased $859 to $32,950 at October 1, 1999
compared to $32,091 at year-end 1998. Debt was comprised of $5,550 in tax-exempt
revenue bonds, $27,057 in debt under the Company's $52,500 unsecured revolving
credit facility (the "Facility"), and $343 in other instruments. At October 1,
1999, including $6,704 of outstanding standby letters of credit, the Company had
approximately $18,739 of available borrowing capacity under the Facility. The
Company's annual interest rate as of October 1, 1999 on the Facility is 6.4%.
The Company's cash flows from operations in year-to-date 1999 were
$9,073, a $6,705 increase from comparable 1998. The Company believes that the
combination of cash generated by operations, available borrowing capacity and
the Company's ability to obtain additional long-term indebtedness is adequate to
finance the Company's operations for the foreseeable future.
YEAR 2000
The inability of computers, software and other equipment utilizing
microprocessors to recognize and properly process data fields containing a
two-digit year is commonly referred to as the Year 2000 compliance issue. As the
Year 2000 approaches and thereafter, such systems may be unable to accurately
process certain date-based information. This could result in system failures or
miscalculations causing disruptions of operations including, among other things,
a temporary inability to process transactions or engage in a variety of business
activities. The Company is undertaking a five-step process to evaluate the
impact of the Year 2000 compliance issue. These steps involve an inventory of
Company systems, an evaluation and analysis of systems regarding the Year 2000
compliance impact, implementation of modifications to specified systems, unit
testing, and finally systems or integration testing to validate compliance. The
Company relies upon third party vendors which supply goods and services to the
Company and, although the Company has consulted with various vendors in order to
minimize the risk of the Year 2000 compliance issue, such third parties may be
affected by the Year 2000 compliance issue. While the Company believes its
actions shall have the effect of ameliorating year 2000 risk, there can be no
assurance that the Company's internal systems or equipment or those of third
parties on which the Company relies will be Year 2000 compliant in a timely
manner or that the Company's or third parties' contingency plans will mitigate
the effects of noncompliance. The failure of the systems or equipment of the
Company or third parties could result in the reduction or suspension of the
Company's operations and could have a material adverse effect on the Company.
Subject to the final results of the evaluation and analysis of the Year 2000
compliance issue, the Company believes that its Year 2000 compliance costs will
not be material to its operations, liquidity or capital resources. The Company
has instituted a five-step process for evaluating the impact of the Year 2000
compliance issue. To date, the results of this process has given the Company
reasonable assurance that it has tested for and has minimized any impact related
to year 2000 compliance issues to TB Wood's major business systems. There is
still uncertainty regarding the scope of the Year 2000 compliance issue and, at
this time, the Company is unable to quantify the impact of potential Year 2000
compliance failures. The Company's Year 2000 compliance program and possible
contingency plans are still being developed and assessed in order to attempt to
minimize the effect of failures within the Company's reasonable control.
9
<PAGE>
EURO CURRENCY
The Company has recognized that effective January 1, 1999 eleven of the
fifteen countries of the European Union will begin the transition to the single
monetary unit, the "Euro". The Company has both operating divisions and
customers located in countries that are a part of the European Union. The
Company does not believe that there will be any material cost involved in order
to comply with these requirements of such operating divisions and customers
operating under the Euro.
IMPACT OF ACCOUNTING STANDARDS
In June 1998, the Financial Accounting Standards Board issued Statement
of Financial Accounting Standards No. 133 "Accounting for Derivative Instruments
and Hedging Activities" (SFAS No. 133), effective for fiscal years beginning
after June 15, 1999. SFAS No. 133 requires derivatives to be recorded on the
balance sheet as assets or liabilities, measured at fair value. Gains or losses
resulting from changes in values of derivatives would be accounted for depending
on the use of the derivative and whether it qualifies for hedge accounting. In
June 1999, the FASB issued SFAS No. 137, "Accounting for Derivative Instruments
and Hedging Activities - Deferral of the Effective Date of SFAS No. 133." SFAS
No. 137 delays the Standard effective date to the beginning of the first quarter
of the fiscal year beginning after June 15, 2000. Adoption of this statement is
not expected to have a material effect on the Company's financial statements.
SAFE HARBOR STATEMENT
This quarterly report contains various forward-looking statements and
includes assumptions concerning the Company's operations, future results and
prospects. These forward-looking statements are based on current expectations
and are subject to risk and uncertainties. In connection with the "safe harbor"
provisions of the Private Securities Litigation Reform Act of 1995, the Company
provides the following cautionary statement identifying important economic,
political and technology factors which, among others, could cause the actual
results or events to differ materially from those set forth in or implied by the
forward-looking statements and related assumptions.
Such factors include the following: (i) changes in the current and
future business environment, including interest rates and capital and consumer
spending; (ii) competitive factors and competitor responses to the Company's
initiatives; (iii) successful development and market introductions of
anticipated new products; (iv) changes in government laws and regulations,
including taxes; and (v) favorable environment to make acquisitions, domestic
and foreign, including regulatory requirements and market value of candidates.
10
<PAGE>
Part II - OTHER INFORMATION
Item 1. Legal Proceedings
None
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
On September 8, 1999 Thomas F. Tatarczuch was appointed Vice
President-Finance of the Company. Mr. Tatarczuch, who was Division Controller at
a significant autonomous subsidiary of Ingersoll-Rand Company for 18 years, will
be responsible for the worldwide financial operations of TB Wood's.
David H. Halleen, who had previously held the position of Vice
President-Finance, was appointed to the position of Vice President - Treasury
Management and Investor Relations.
On July 3, 1999, the Company signed a Joint Venture agreement with
Electron Corporation headquartered in Littleton, Colorado. The Joint Venture
combines a segment of TB Wood's belted drives business with Electron's belted
drive business. Electron Corporation will supply castings to TB Wood's. TB
Wood's will machine raw castings and supply the finished product to the Joint
Venture. In addition, TB Wood's will have the responsibility for designing,
marketing, selling and distributing the products.
Item 6. Exhibits and Reports on Form 8-K
a) Exhibit 27 - Financial Data Schedule
b) Reports on Form 8-K - There were no reports on Form 8-K filed for the
quarter ended October 1, 1999.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized, in the Borough of
Chambersburg and Commonwealth of Pennsylvania, on November 8, 1999.
TB WOOD'S CORPORATION
By: /s/Thomas F. Tatarczuch
----------------------------------
THOMAS F. TATARCZUCH
Vice President-Finance
(Principal Financial Officer and
Principal Accounting Officer)
11
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL
STATEMENTS FOR THE YEAR TO DATE PERIOD ENDED OCTOBER 1, 1999 AND IS QUALIFIED IN
ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JAN-01-1999
<PERIOD-START> JUL-03-1999
<PERIOD-END> OCT-01-1999
<CASH> 3,072
<SECURITIES> 0
<RECEIVABLES> 19,460
<ALLOWANCES> (386)
<INVENTORY> 31,034
<CURRENT-ASSETS> 56,469
<PP&E> 61,657
<DEPRECIATION> (31,452)
<TOTAL-ASSETS> 102,608
<CURRENT-LIABILITIES> 23,784
<BONDS> 32,950
0
0
<COMMON> 59
<OTHER-SE> 29,894
<TOTAL-LIABILITY-AND-EQUITY> 102,608
<SALES> 93,074
<TOTAL-REVENUES> 93,074
<CGS> 59,941
<TOTAL-COSTS> 84,166
<OTHER-EXPENSES> (2,008)
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,453
<INCOME-PRETAX> 6,488
<INCOME-TAX> 2,530
<INCOME-CONTINUING> 3,958
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 3,958
<EPS-BASIC> 0.67
<EPS-DILUTED> 0.67
</TABLE>
