<PAGE> 1
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the quarter ended January 2, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from__________ to_________
Commission File Number: 33-96858-01 Commission File Number: 33-96858
<TABLE>
<S> <C>
COMMUNICATIONS & POWER INDUSTRIES HOLDING COMMUNICATIONS & POWER INDUSTRIES, INC.
CORPORATION
(Exact name of registrant as specified in its (Exact name of registrant as specified in
charter) its charter)
DELAWARE DELAWARE
(State of Incorporation) (State of Incorporation)
77-0407395 77-0405693
(I.R.S. employer identification number) (I.R.S. employer identification number)
607 HANSEN WAY 607 HANSEN WAY
PALO ALTO, CALIFORNIA 94303-1110 PALO ALTO, CALIFORNIA 94303-1110
(415) 846-2900 (415) 846-2900
(Address, including zip code, and telephone (Address, including zip code, and telephone
number, number,
including area code, of registrant's including area code, of registrant's
principal executive offices) principal executive offices)
Securities registered pursuant to Section Securities registered pursuant to Section
12(b) of the Act: 12(b) of the Act:
NONE NONE
Securities registered pursuant to Section Securities registered pursuant to Section
12(g) of the Act: 12(g) of the Act:
NONE NONE
</TABLE>
Indicate by check mark whether each 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 [ ].
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding for each of the Registrant's classes
of Common Stock, as of the latest practicable date: COMMUNICATIONS & POWER
INDUSTRIES HOLDING CORPORATION: 199,350 SHARES OF COMMON STOCK, $.01 PAR VALUE,
AT JANUARY 2, 1998. COMMUNICATIONS & POWER INDUSTRIES, INC.: 1 SHARE OF COMMON
STOCK, $.01 PAR VALUE, AT JANUARY 2, 1998.
<PAGE> 2
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
COMMUNICATIONS & POWER INDUSTRIES INC.,
and subsidiaries
(A wholly owned subsidiary
of Communications & Power Industries Holding Corporation)
PART 1: FINANCIAL INFORMATION
COMMUNICATIONS AND POWER INDUSTRIES, INC.
<TABLE>
<S> <C>
Consolidated Condensed Balance Sheets, January 2, 1998 (unaudited) and
October 3, 1997...................................................................2
Consolidated Condensed Statements of Operations, 13-week period ended
January 2, 1998 (unaudited) and 14-week period ended January 3, 1997
(unaudited).......................................................................3
Consolidated Condensed Statements of Cash Flows, 13-week period ended
January 2, 1998 (unaudited) and 14-week period ended January 3, 1997
(unaudited).......................................................................4
Notes to Consolidated Condensed Financial Statements (unaudited)..................5
Management's Discussion and Analysis of Financial Condition and
Results of Operations (Unaudited)................................................10
COMMUNICATIONS AND POWER INDUSTRIES HOLDING CORPORATION
Consolidated Condensed Balance Sheets, January 2, 1998 (unaudited) and
October 3, 1997...................................................................6
Consolidated Condensed Statements of Operations, 13-week period ended
January 2, 1998 (unaudited) and 14-week period ended January 3, 1997
(unaudited).......................................................................7
Consolidated Condensed Statements of Cash Flows, 13-week period ended
January 2, 1998 (unaudited) and 14-week period ended January 3, 1997
(unaudited).......................................................................8
Notes to Consolidated Condensed Financial Statements (unaudited)..................9
Management's Discussion and Analysis of Financial Condition and
Results of Operations (Unaudited)................................................10
PART II: OTHER INFORMATION
Other Information ...............................................................12
SIGNATURES...........................................................................13
</TABLE>
-1-
<PAGE> 3
COMMUNICATIONS & POWER INDUSTRIES, INC.,
and subsidiaries
(A wholly owned subsidiary of Communications & Power Industries
Holding Corporation)
INTERIM CONDENSED
CONSOLIDATED BALANCE SHEETS
(in thousands - unaudited)
<TABLE>
<CAPTION>
January 2, October 3,
ASSETS 1998 1997
------ ----------- -----------
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 3,199 $ 2,027
Accounts receivable, net 38,928 52,326
Inventories 53,339 50,750
Deferred taxes 7,133 7,133
Other current assets 1,146 1,221
--------- ---------
Total current assets 103,745 113,457
Property, plant, and equipment, net 79,322 79,994
Goodwill, net 24,125 24,144
Debt issue costs, net 7,407 7,893
Deferred taxes 11,912 11,908
Other assets 2,078 --
--------- ---------
Total assets $ 228,589 $ 237,396
========= =========
LIABILITIES, REDEEMABLE
PREFERRED STOCK AND EQUITY (DEFICIT)
------------------------------------
CURRENT LIABILITIES
Revolving credit facility $ 13,500 $ 22,800
Current portion of term loans 6,200 5,700
Current portion of capital leases 14 --
Accounts payable - trade 9,650 10,419
Accrued expenses 18,045 15,088
Product warranty 4,026 4,211
Income taxes payable 11,626 11,975
Advance payments from customers 1,981 2,797
--------- ---------
Total current liabilities 65,042 72,990
Senior term loans 28,400 29,950
Senior subordinated notes 100,000 100,000
Obligations under capital leases 2,093 1,584
--------- ---------
Total liabilities 195,535 204,524
--------- ---------
SENIOR REDEEMABLE PREFERRED STOCK 18,308 17,566
--------- ---------
Commitments and contingencies
STOCKHOLDERS' EQUITY (DEFICIT):
Junior Preferred Stock 1 1
Common Stock -- --
Additional paid-in capital 32,602 32,143
Accumulated deficit (16,741) (15,738)
Less stockholder loans (1,116) (1,100)
--------- ---------
Net stockholders' equity (deficit) 14,746 15,306
--------- ---------
Total liabilities, redeemable
preferred stock and equity (deficit) $ 228,589 $ 237,396
========= =========
</TABLE>
See accompanying notes to the unaudited interim condensed consolidated financial
statements.
-2-
<PAGE> 4
COMMUNICATIONS & POWER INDUSTRIES, INC.,
and subsidiaries
(A wholly owned subsidiary of Communications & Power Industries
Holding Corporation)
INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS
(in thousands - unaudited)
<TABLE>
<CAPTION>
13-Week 14-Week
period ended period ended
January 2, January 3,
1998 1997
--------- ------------
<S> <C> <C>
Sales $ 57,373 $ 55,322
Cost of sales 42,726 42,466
-------- --------
Gross Profit 14,647 12,856
-------- --------
Operating costs and expenses:
Research and development 1,804 1,893
Marketing 4,706 4,838
General and administrative 3,166 2,670
-------- --------
Total operating costs and expenses 9,676 9,401
-------- --------
Operating income 4,971 3,455
Interest expense 4,654 4,770
-------- --------
Earnings before taxes 317 (1,315)
Income tax expense 119 --
-------- --------
Net earnings (loss) 198 (1,315)
Preferred dividends:
Senior Redeemable Preferred Stock 689 600
Junior Preferred Stock 459 400
-------- --------
Earnings attributable to common stock $ (950) $ (2,315)
======== ========
</TABLE>
See accompanying notes to the unaudited interim condensed consolidated financial
statements.
-3-
<PAGE> 5
COMMUNICATIONS & POWER INDUSTRIES, INC.,
and subsidiaries
(A wholly owned subsidiary of Communications & Power Industries
Holding Corporation)
STATEMENTS OF CASH FLOWS
(in thousands - unaudited)
<TABLE>
<CAPTION>
13-Week 14-Week
period ended period ended
January 2, January 3,
1998 1997
-------- ---------
<S> <C> <C>
OPERATING ACTIVITIES
Net cash provided by (used in) operating activities $ 15,409 $ 8,653
-------- --------
INVESTING ACTIVITIES
Proceeds from sale of property, plant and equipment 5 --
Purchase of property, plant and equipment, net (1,162) (3,072)
Purchase of businesses (2,730) --
-------- --------
Net cash used in investing activities (3,887) (3,072)
-------- --------
FINANCING ACTIVITIES
Net (Repayments)/Proceeds from revolving credit facility (9,300) (1,300)
Net (Repayments)/Proceeds from senior term loans (1,050) (1,850)
-------- --------
Net cash provided by (used in) financing activities (10,350) (3,150)
-------- --------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS 1,172 2,431
Cash and cash equivalents at beginning of period 2,027 1,753
======== ========
Cash and cash equivalents at end of period $ 3,199 $ 4,184
======== ========
</TABLE>
See accompanying notes to the unaudited interim condensed consolidated financial
statements.
-4-
<PAGE> 6
COMMUNICATIONS & POWER INDUSTRIES, INC.,
and subsidiaries
(A wholly owned subsidiary of Communications & Power Industries
Holding Corporation)
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
The accompanying unaudited interim condensed consolidated financial statements
of Communications & Power Industries, Inc. ("CPI" or "Successor") have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and note disclosures normally included in annual
financial statements have been condensed or omitted and, accordingly, these
financial statements should be read in conjunction with the financial statements
and the notes thereto contained in CPI's October 3, 1997 Annual Report on Form
10-K. Management believes that these unaudited interim condensed financial
statements contain all adjustments, all of which are of a normal, recurring
nature, necessary to a fair statement of the results for the interim period
presented.
During the quarter ended January 2, 1998, CPI paid preferred dividends on its
Senior Redeemable Preferred Stock and its Junior Preferred Stock through the
issuance of 6,887 additional shares of its Senior Redeemable Preferred Stock and
4,592 shares of its Junior Preferred Stock, respectively.
-5-
<PAGE> 7
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
INTERIM CONDENSED
CONSOLIDATED BALANCE SHEETS
(in thousands - unaudited)
<TABLE>
<CAPTION>
January 2, October 3,
ASSETS 1998 1997
------ --------- ---------
<S> <C> <C>
CURRENT ASSETS
Cash and cash equivalents $ 3,199 $ 2,027
Accounts receivable, net 38,928 52,326
Inventories 53,339 50,750
Deferred taxes 7,133 7,133
Other current assets 1,146 1,221
--------- ---------
Total current assets 103,745 113,457
Property, plant, and equipment, net 79,322 79,994
Goodwill, net 24,125 24,144
Debt issue costs, net 7,407 7,893
Deferred taxes 11,912 11,908
Other assets 2,078 --
--------- ---------
Total assets $ 228,589 $ 237,396
========= =========
LIABILITIES, REDEEMABLE PREFERRED STOCK,
PREFERRED STOCK OF SUBSIDIARY AND EQUITY (DEFICIT)
- --------------------------------------------------
CURRENT LIABILITIES
Revolving credit facility $ 13,500 $ 22,800
Current Portion of term loans 6,200 5,700
Current Portion of capital leases 14 --
Accounts payable - trade 9,650 10,419
Accrued expenses 18,045 15,088
Product warranty 4,026 4,211
Income taxes payable 11,626 11,975
Advance payments from customers 1,981 2,797
--------- ---------
Total current liabilities 65,042 72,990
Senior term loans 28,400 29,950
Senior subordinated notes 100,000 100,000
Obligations under capital leases 2,093 1,584
--------- ---------
Total liabilities 195,535 204,524
--------- ---------
SENIOR REDEEMABLE PREFERRED STOCK OF SUBSIDIARY 18,308 17,566
--------- ---------
JUNIOR PREFERRED STOCK OF SUBSIDIARY 12,924 12,465
--------- ---------
Commitments and contingencies
STOCKHOLDERS' EQUITY (DEFICIT):
Common Stock 2 2
Issued - 200,000 shares
Less Treasury Stock (150 shares) -- --
Additional paid-in capital 19,677 19,677
Accumulated deficit (16,741) (15,738)
Less stockholder loans (1,116) (1,100)
--------- ---------
Net stockholders' equity (deficit) 1,822 2,841
--------- ---------
Total liabilities, redeemable preferred
stock, preferred stock of subsidiary
and equity (deficit) $ 228,589 $ 237,396
========= =========
</TABLE>
See accompanying notes to the unaudited interim condensed consolidated financial
statements.
-6-
<PAGE> 8
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
INTERIM CONDENSED CONSOLIDATED
STATEMENTS OF OPERATIONS
(in thousands - unaudited)
<TABLE>
<CAPTION>
13-Week 14-Week
period ended period ended
January 2, January 3,
1998 1997
-------- --------
<S> <C> <C>
Sales $ 57,373 $ 55,322
Cost of sales 42,726 42,466
-------- --------
Gross Profit 14,647 12,856
-------- --------
Operating costs and expenses:
Research and development 1,804 1,893
Marketing 4,706 4,838
General and administrative 3,166 2,670
-------- --------
Total operating costs and expenses 9,676 9,401
-------- --------
Operating income 4,971 3,455
Interest expense 4,654 4,770
-------- --------
Earnings before taxes 317 (1,315)
Income tax expense 119 --
-------- --------
Net earnings (loss) 198 (1,315)
Preferred dividends:
Senior Redeemable Preferred Stock 689 600
Junior Preferred Stock 459 400
-------- --------
Earnings attributable to common stock $ (950) $ (2,315)
======== ========
</TABLE>
See accompanying notes to the unaudited interim condensed consolidated financial
statements.
-7-
<PAGE> 9
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
STATEMENTS OF CASH FLOWS
(in thousands - unaudited)
<TABLE>
<CAPTION>
13-Week 14-Week
period ended period ended
January 2, January 3,
1998 1997
-------- --------
<S> <C> <C>
OPERATING ACTIVITIES
Net cash provided by (used in) operating activities $ 15,409 $ 8,653
-------- --------
INVESTING ACTIVITIES
Proceeds from sale of property, plant and equipment 5 --
Purchase of property, plant and equipment, net (1,162) (3,072)
Purchase of businesses (2,730) --
-------- --------
Net cash used in investing activities (3,887) (3,072)
-------- --------
FINANCING ACTIVITIES
Net (Repayments)/Proceeds from revolving credit facility (9,300) (1,300)
Net (Repayments)/Proceeds from senior term loans (1,050) (1,850)
-------- --------
Net cash provided by (used in) financing activities (10,350) (3,150)
-------- --------
NET INCREASE (DECREASE) IN
CASH AND CASH EQUIVALENTS 1,172 2,431
Cash and cash equivalents at beginning of period 2,027 1,753
======== ========
Cash and cash equivalents at end of period $ 3,199 $ 4,184
======== ========
</TABLE>
See accompanying notes to the unaudited interim condensed consolidated financial
statements.
-8-
<PAGE> 10
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
NOTES TO UNAUDITED INTERIM CONDENSED
CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
The accompanying unaudited interim condensed consolidated financial statements
of Communications & Power Industries Holding Corporation ("Holding") have been
prepared pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and note disclosures normally included in annual
financial statements have been condensed or omitted and, accordingly, these
financial statements should be read in conjunction with the financial statements
and the notes thereto contained in Holding's October 3, 1997 Annual Report on
Form 10-K. Management believes that these unaudited interim condensed financial
statements contain all adjustments, all of which are of a normal, recurring
nature, necessary to a fair statement of the results for the interim period
presented.
During the quarter ended January 2, 1998, CPI paid preferred dividends on its
Senior Redeemable Preferred Stock and its Junior Preferred Stock through the
issuance of 6,887 additional shares of its Senior Redeemable Preferred Stock and
4,592 shares of its Junior Preferred Stock, respectively.
-9-
<PAGE> 11
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
COMMUNICATIONS & POWER INDUSTRIES, INC.,
and subsidiaries
(A wholly owned subsidiary of Communications & Power Industries
Holding Corporation)
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
Orders during the first quarter of Fiscal 1998 were $62.1 million as compared to
$66.2 million for the first quarter of Fiscal 1997, a decrease of 6.2%. However,
incoming order levels fluctuate significantly on a quarterly basis and a
particular quarter's order rate may not be indicative of future order levels. In
addition, the Company's sales are highly dependent upon manufacturing
scheduling, performance and shipments and, accordingly, it is not possible to
accurately predict when these orders will be recognized as sales.
As of January 2, 1998, the Company had order backlog of $172.1 million,
representing over eight months of sales, compared to order backlog of $160.3
million as of January 3, 1997.
Sales for the first quarter of Fiscal 1998 were $57.4 million compared to $55.3
million for the same period in Fiscal 1997. This increase of $2.1 million, or
3.7%, was primarily the result of improved production uniformity since the first
quarter of Fiscal 1998 was not disrupted by consolidation efforts that
negatively impacted the first quarter of Fiscal 1997.
In terms of markets, sales to the communications market, the Company's largest
market, were $27.2 million, or 47.4% of total sales, compared to $24.8 million,
or 44.8% of total sales, in the first quarter of Fiscal 1997. Communications
sales were up by $2.4 million, or 9.8%, primarily due to demands in the area of
satellite communications. Sales to the radar market, the Company's second
largest market, were $16.5 million, or 28.8% of total sales, during the first
quarter of Fiscal 1998 compared to $17.3 million, or 31.4% of total sales,
during the same period in Fiscal 1997. This slight decrease of $.8 million, or
5.0%, was the result of timing issues as backlog for these products has
increased. Sales to the Company's other four markets (electronic
countermeasures, industrial, medical and scientific) were $13.7 million, or
23.8% of total sales, in the first quarter of Fiscal 1998 compared to $13.2
million, also 23.8% of total sales, in the first quarter of Fiscal 1997.
Gross profit increased to $14.6 million, or 25.5% of sales, in the first quarter
of Fiscal 1998 from $12.8 million, or 23.2% of sales, in the first quarter of
Fiscal 1997 based on higher volume and improvements resulting from consolidation
efforts. Operating costs and expenses remained within planned levels resulting
in operating income of $5.0 million, or 8.7% of sales, for the first quarter of
Fiscal 1998, as compared to $3.5 million, or 6.2% of sales, for the first
quarter of Fiscal 1997. This increase in operating income of $1.5 million was in
spite of higher depreciation costs of $.5 million.
Earnings before interest, income taxes, depreciation and amortization
("EBITDA")1 for the first quarter of Fiscal 1998 was $7.7 million, or 13.3% of
sales, compared to $5.7 million, or 10.3% of sales, for the first quarter of
Fiscal 1997. This improvement was, as mentioned above, related to higher volume
and efficiencies resulting from consolidation efforts.
- --------
1 EBITDA is presented because some investors may use it as a financial
indicator of the ability to service or incur indebtedness. EBITDA should not
be considered as an alternative to net earnings (loss), as a measure of
operating results, cash flows or liquidity.
-10-
<PAGE> 12
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
COMMUNICATIONS & POWER INDUSTRIES, INC.,
and subsidiaries
(A wholly owned subsidiary of Communications & Power Industries
Holding Corporation)
LIQUIDITY AND CAPITAL RESOURCES
Cash flows provided by operating activities for the first quarter of Fiscal 1998
were $15.4 million, an increase of $6.7 million from the $8.7 million provided
by operating activities during the first quarter of Fiscal 1997. The primary
reasons for the increase in cash during the first quarter of Fiscal 1998 were
improved earnings and strong accounts receivable collections. Operating
activities funded $10.4 million of repayments against the Company's revolving
credit facility during the first quarter of Fiscal 1998.
Cash flows used by investing activities were comprised of expenditures for
property and equipment as well as product line enhancement. During the first
quarter of Fiscal 1998, the Company invested $1.2 million in new capital
equipment compared to $3.1 million, including $1.2 million specifically related
to consolidation efforts, spent in the first quarter of Fiscal 1997. Also during
the first quarter of Fiscal 1998, the Company invested $2.7 million in two small
product line acquisitions to add to products currently being manufactured in the
Company's Beverly, Massachusetts and Palo Alto, California facilities.
The Company's current primary source of liquidity, other than funds generated
from operations, is the $35.0 million revolving credit facility provided under
its senior credit agreement (of which $14.2 million was available as of January
30, 1998). Management believes that the Company will have adequate capital
resources and liquidity (including cash flow from operations and borrowing under
its revolving credit facility) to meet its obligations, fund all required
capital expenditures and pursue its business strategy for the foreseeable future
and, in any event, for the next 12 months.
-11-
<PAGE> 13
COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
and subsidiaries
COMMUNICATIONS & POWER INDUSTRIES, INC.,
and subsidiaries
(A wholly owned subsidiary of Communications & Power Industries
Holding Corporation)
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.
None.
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
(a) The following exhibits are being filed as part of this report:
27.1 Financial Data Schedule (Communications & Power Industries, Inc.)
27.2 Financial Data Schedule (Communications & Power Industries
Holding Corporation)
(b) Reports on Form 8-K:
No reports were filed on Form 8-K during the quarter ended January 2, 1998.
-12-
<PAGE> 14
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, thereunto duly authorized.
COMMUNICATIONS & POWER INDUSTRIES, INC.
By: /s/ Al D. Wilunowski
---------------------------------------
Al D. Wilunowski
Chief Executive Officer and President
Date: February 11, 1998
By: /s/ Lynn E. Harvey
---------------------------------------
Lynn E. Harvey
Chief Financial Officer, Treasurer
and Secretary
(Principal Financial and Accounting Officer)
Date: February 11, 1998
-13-
<PAGE> 15
EXHIBIT INDEX
<TABLE>
<CAPTION>
EXHIBIT NO. DESCRIPTION
- ----------- -----------
<S> <C>
27.1 Financial Data Schedule (Communications & Power Industries, Inc.)
27.2 Financial Data Schedule (Communications & Power Industries
Holding Corporation)
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM INTERIM
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND BALANCE SHEET AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q COMMUNICATIONS AND
POWER INDUSTRIES, INC. FOR THE QUARTER ENDED JANUARY 2, 1998
</LEGEND>
<CIK> 0001000564
<NAME> COMMUNICATIONS & POWER INDUSTRIES, INC.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-02-1998
<PERIOD-START> OCT-04-1997
<PERIOD-END> JAN-02-1998
<CASH> 3,199
<SECURITIES> 0
<RECEIVABLES> 38,928
<ALLOWANCES> 0
<INVENTORY> 53,339
<CURRENT-ASSETS> 103,745
<PP&E> 79,322
<DEPRECIATION> 0
<TOTAL-ASSETS> 228,589
<CURRENT-LIABILITIES> 65,042
<BONDS> 130,493
18,308
1
<COMMON> 0
<OTHER-SE> 14,745
<TOTAL-LIABILITY-AND-EQUITY> 228,589
<SALES> 57,373
<TOTAL-REVENUES> 57,373
<CGS> 42,726
<TOTAL-COSTS> 42,726
<OTHER-EXPENSES> 1,804
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,654
<INCOME-PRETAX> 317
<INCOME-TAX> 119
<INCOME-CONTINUING> 198
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 198
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM INTERIM
CONDENSED CONSOLIDATED BALANCE SHEET AND STATEMENTS OF OPERATION AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FORM 10-Q COMMUNICATIONS AND
POWER INDUSTRIES HOLDING CORPORATION FOR THE QUARTER ENDED JANUARY 2, 1998
</LEGEND>
<CIK> 0001000654
<NAME> COMMUNICATIONS & POWER INDUSTRIES HOLDING CORPORATION
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-02-1998
<PERIOD-START> OCT-04-1997
<PERIOD-END> JAN-02-1998
<CASH> 3,199
<SECURITIES> 0
<RECEIVABLES> 38,928
<ALLOWANCES> 0
<INVENTORY> 53,339
<CURRENT-ASSETS> 103,745
<PP&E> 79,322
<DEPRECIATION> 0
<TOTAL-ASSETS> 228,589
<CURRENT-LIABILITIES> 65,042
<BONDS> 130,493
18,308
0
<COMMON> 2
<OTHER-SE> 1,820
<TOTAL-LIABILITY-AND-EQUITY> 228,589
<SALES> 57,373
<TOTAL-REVENUES> 57,373
<CGS> 42,726
<TOTAL-COSTS> 42,726
<OTHER-EXPENSES> 1,804
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,654
<INCOME-PRETAX> 317
<INCOME-TAX> 119
<INCOME-CONTINUING> 198
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 198
<EPS-PRIMARY> 0
<EPS-DILUTED> 0
</TABLE>
