==========================================================================
UNITED STATES
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 quarterly period ended July 4, 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 0-22799
B E I T E C H N O L O G I E S, I N C.
(Exact name of Registrant as specified in its charter)
Delaware 94-3274498
- ------------------------------- ----------------------------------------
(State of incorporation) (I.R.S. Employer Identification No.)
One Post Street, Suite 2500
San Francisco, California 94104
----------------------------------------
(Address of principal executive offices)
(415) 956-4477
----------------------------------------
(Registrant's telephone number)
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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common Stock: $.001 Par Value, 7,366,856 shares as of July 4, 1998
<PAGE>
BEI TECHNOLOGIES, INC. AND SUBSIDIARIES
INDEX
PART 1. FINANCIAL INFORMATION
Item 1. Financial Statements
Condensed Consolidated Balance Sheets--July 4, 1998
and September 27, 1997
Condensed Consolidated Statements of Operations--Quarter
and Nine Months ended July 4, 1998 and June 28, 1997
Condensed Consolidated Statements of Cash Flows-Nine
Months ended July 4, 1998 and June 28, 1997
Notes to Condensed Consolidated Financial Statements--
July 4, 1998
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
PART II. OTHER INFORMATION
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.1 Financial Data Schedule
27.2 Financial Data Schedule
(b) Reports on Form 8-K
SIGNATURES
<PAGE>
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
BEI TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
July 4, September 27,
1998 1997
----------- ------------
(Unaudited) (See note
below)
(dollars in thousands)
- ------------------------------------------------------- ----------- ------------
<S> <C> <C>
ASSETS
Cash and cash equivalents............................. $6,103 $5,034
Trade receivables, net................................ 17,702 17,241
Inventories, net -- Note 2............................ 28,507 22,656
Other current assets.................................. 6,663 5,618
Current assets of discontinued operations -- Note 3... 584 1,418
----------- ------------
Total current assets.............................. 59,559 51,967
Property, plant and equipment, net...................... 26,948 25,361
Acquired technology..................................... 5,256 5,977
Goodwill................................................ 614 654
Other assets, net....................................... 4,033 3,825
Non-current assets of discontinued operations -- Note 3. 1,566 1,625
----------- ------------
$97,976 $89,409
=========== ============
LIABILITIES AND STOCKHOLDERS' EQUITY
Trade accounts payable................................ $6,528 $6,317
Accrued expenses and other liabilities................ 7,679 10,497
Current portion of long-term debt..................... 5,628 5,628
Current liabilities of discontinued
operations -- Note 3................................ 3,039 2,558
----------- ------------
Total current liabilities......................... 22,874 25,000
Long-term debt, less current portion.................... 34,886 27,508
Other liabilities....................................... 319 284
Stockholders' equity.................................... 39,897 36,617
----------- ------------
$97,976 $89,409
=========== ============
<FN>
See notes to condensed consolidated financial statements.
Note: The balance sheet at September 27, 1997 has been derived from the
audited consolidated balance sheet at that date.
</FN>
</TABLE>
<PAGE>
BEI TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
---------------------- ----------------------
July 4, June 28, July 4, June 28,
1998 1997 1998 1997
(dollars in thousands except per share amounts)
- ---------------------------------------------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net sales.......................... $29,897 $26,824 $89,001 $74,437
Cost of sales...................... 20,494 17,347 60,058 48,383
---------- ---------- ---------- ----------
9,403 9,477 28,943 26,054
---------- ---------- ---------- ----------
Selling, general and
administrative expenses......... 6,016 5,985 18,396 19,014
Research, development and
related expenses................ 1,509 1,194 4,701 3,159
---------- ---------- ---------- ----------
Income from operations............. 1,878 2,298 5,846 3,881
Interest expense................... 755 441 2,102 1,392
Other income....................... 70 57 319 246
---------- ---------- ---------- ----------
Income from continuing
operations before income taxes.. 1,193 1,914 4,063 2,735
Provision for income taxes......... 489 718 1,702 941
---------- ---------- ---------- ----------
Income from continuing operations.. 704 1,196 2,361 1,794
Income from discontinued
operations, net of income taxes. 50 500 142 1,389
---------- ---------- ---------- ----------
Net income $754 $1,696 $2,503 $3,183
========== ========== ========== ==========
Earnings per Common Share -- Note 4
Basic Earnings per Common Share
Income from continuing
operations...................... $0.10 $0.18 $0.34 $0.26
Income from discontinued
operations, net of income taxes. 0.01 0.07 0.02 0.20
---------- ---------- ---------- ----------
Net income per common share........ $0.11 $0.25 $0.36 $0.46
========== ========== ========== ==========
Diluted Earnings per Common and Common Equivalent Share
Income from continuing
operations...................... $0.10 $0.17 $0.33 $0.25
Income from discontinued
operations, net of income taxes. .01 0.07 0.02 0.20
---------- ---------- ---------- ----------
Net income per common and common
equivalent share................ $0.11 $0.24 $0.35 $0.45
========== ========== ========== ==========
Dividends per common share......... $0.02 -- $0.06 --
========== ========== ========== ==========
<FN>
See notes to condensed consolidated financial statements.
</FN>
</TABLE>
<PAGE>
BEI TECHNOLOGIES, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
----------------------
July 4, June 28,
1998 1997
(dollars in thousands)
- ------------------------------------------------- ---------- ----------
<S> <C> <C>
Net cash provided (used) by operating activities. ($1,836) $2,940
---------- ----------
Cash flows from investing activities:
Purchases of property, plant and equipment... (4,927) (6,032)
Other..................... (34) 698
---------- ----------
Net cash used in investing activities............ (4,961) (5,334)
---------- ----------
Cash flows from financing activities:
Proceeds from issuance of long-term debt..... 13,000 --
Payments on long-term debt................... (5,620) (19)
Proceeds from issuance of common stock....... 919 --
Decrease in payble to Electronics, Inc....... -- (2,166)
Payment of cash dividends.................... (433) --
---------- ----------
Net cash provided by (used in) financing
activities..................................... 7,866 (2,185)
---------- ----------
Net increase (decrease) in cash and cash
equivalents.................................... 1,069 (4,579)
Cash and cash equivalents at beginning of period. 5,034 8,201
---------- ----------
Cash and cash equivalents at end of period....... $6,103 $3,622
========== ==========
Supplemental schedule of non-cash investing
and financing activities:
Decrease in long-term debt of BEI Electronics,
Inc. assumed by BEI Technologies, Inc.......... $ -- (5,600)
========== ==========
<FN>
See notes to condensed consolidated financial statements.
</FN>
</TABLE>
<PAGE>
BEI TECHNOLOGIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
July 4, 1998
NOTE 1 -- BASIS OF PRESENTATION
The accompanying condensed financial statements of BEI Technologies, Inc.
("Technologies" or the "Company") present the condensed financial position
and results of operations of BEI Sensors & Systems Company, Inc. ("Sensors
& Systems") and Defense Systems Company, Inc. ("Defense Systems"), former
subsidiaries of BEI Electronics, Inc. ("Electronics") and predecessor
entities to the Company, on a consolidated basis for all dates and periods
prior to the distribution event described below. All intercompany
accounts and transactions have been eliminated. The financial position
and results of operations of the Sensors & Systems business segment are
presented as continuing operations and those of the Defense Systems
business segment are presented as discontinued operations.
The accompanying unaudited condensed consolidated financial statements
have been prepared in accordance with generally accepted accounting
principles for interim financial information and with the instructions to
Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not
include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the
opinion of management, all adjustments (consisting of normal recurring
accruals) considered necessary for a fair presentation have been included.
Operating results for the interim periods presented are not necessarily
indicative of the results that may be expected for the year ending October
3, 1998. For further information, refer to the consolidated financial
statements and footnotes thereto in the Company's annual report on Form
10-K for the year ended September 27, 1997.
Technologies was incorporated on June 30, 1997 in the State of Delaware as
a wholly owned subsidiary of Electronics. On September 27, 1997,
Electronics distributed to holders of Electronics common stock one share
of common stock of the Company for each share of Electronics common stock
held on September 24, 1997 (the "Distribution"). In connection with the
Distribution, Electronics transferred to Technologies all of the assets,
liabilities and operations of its Sensors & Systems and Defense Systems
business segments.
Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make certain
estimates and assumptions that affect the reported amounts of assets and
liabilities and disclosures of contingent assets and liabilities at the
date of the financial statements and the reported results of operations
during the reporting period. Actual results could differ from those
estimates.
NOTE 2 -- INVENTORIES
July 4, September 27,
1998 1997
(dollars in thousands)
------------ ------------
Finished products......................... $1,579 $557
Work in process........................... 8,967 7,412
Materials................................. 17,955 12,302
Costs incurred under long-term contracts,
including U.S. Government contracts.... 6 2,385
------------ ------------
Net inventories........................... $28,507 $22,656
============ ============
NOTE 3 -- DISCONTINUED OPERATIONS
On June 30, 1997, the Board of Directors of Electronics, the
predecessor of Technologies, announced a formal plan to discontinue the
operations of the Defense Systems segment. Accordingly, the results of
operations of the segment have been presented as discontinued operations
for all periods presented and the assets and liabilities of the segment
have been segregated in the consolidated balance sheets. The remaining
assets are stated at cost, which management believes approximates net
realizable value, and management does not expect any material loss from
the on-going operations or abandonment of the Defense Systems segment.
Previously, in September 1995, Electronics had reached a decision to exit
the HYDRA 70 rocket manufacturing line of business which made up a
substantial portion of the Defense Systems segment. Additional products
for the segment included weapons management systems and sales under a
cost-plus-fee advanced rocket development contract.
As a result of the decision to exit the rocket line of business, the
Company has incurred costs relating to employee severance and the closure
and withdrawal from the leased facility in Camden, Arkansas and similar
costs related to its owned facility in Euless, Texas. At September 27,
1997, substantially all inventory and equipment assets for the rocket
business had been written off or disposed of. The balance in the reserve
at the end of the third quarter of fiscal year 1998 was not significant.
The remaining assets of Defense Systems are classified as assets of
discontinued operations on the balance sheet. Management expects to
complete the disposition of these assets during fiscal 1998.
NOTE 4 -- EARNINGS PER SHARE
The following table sets forth the computation of basic and diluted earnings per
common share from continuing operations:
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
---------------------- ----------------------
July 4, June 28, July 4, June 28,
1998 1997 1998 1997
(in thousands except per share amounts)
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Numerator
Income from continuing
operations, net of income taxes. $704 $1,196 $2,361 $1,794
========== ========== ========== ==========
Denominator
Denominator for basic earnings
per share --
Weighted average shares, net
of nonvested shares
(Quarter and Nine Months ended
July 4, 1998--247 and 268 shares,
respectively; Quarter and Nine
Months ended June 28, 1997 --
207 and 221 shares, respectively) 7,069 6,810 6,978 6,826
Effect of dilutive securities:
Nonvested shares................ 144 72 110 85
Employee stock options.......... 136 130 162 158
---------- ---------- ---------- ----------
Denominator for diluted
earnings per share............. 7,349 7,012 7,250 7,069
========== ========== ========== ==========
Basic earnings per share from
continuing operations.......... $0.10 $0.18 $0.34 $0.26
========== ========== ========== ==========
Diluted earnings per share from
continuing operations.......... $0.10 $0.17 $0.33 $0.25
========== ========== ========== ==========
</TABLE>
Note 5 -- CONTINGENCIES AND LITIGATION
Claim Against U.S. Government
In 1996, Defense Systems filed a substantial claim against the U.S. Government
in connection with the parties' HYDRA 70 rocket contract. The discovery
phase of the litigation is currently in process. Depositions will begin in
the fourth quarter of fiscal 1998 for the trial scheduled to begin in the
first quarter of fiscal year 1999.
Other
The Company has pending various legal actions arising in the normal course
of business. None of these legal actions is expected to have a material
effect on the Company's operating results or financial condition.
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION
AND RESULTS OF OPERATIONS
Except for the historical information contained herein, the following
discussion contains forward-looking statements that involve risks and
uncertainties. The Company's actual results could differ materially from
those discussed here. Factors that could cause or contribute to such
differences include, but are not limited to, those discussed in this
section, and those discussed in the Company's Form 10-K for the year ended
September 27, 1997.
The following table sets forth, for the fiscal periods indicated, the percentage
of net sales represented by certain items in the Company's Condensed
Consolidated Statements of Operations.
<TABLE>
<CAPTION>
Quarter Ended Nine Months Ended
---------------------- ----------------------
July 4, June 28, July 4, June 28,
1998 1997 1998 1997
---------- ---------- ---------- ----------
<S> <C> <C> <C> <C>
Net sales.......................... 100.0% 100.0% 100.0% 100.0%
Cost of sales...................... 68.5% 64.7% 67.5% 65.0%
---------- ---------- ---------- ----------
Gross margin....................... 31.5% 35.3% 32.5% 35.0%
Operating expenses:
Selling, general and
administrative expenses......... 20.2% 22.3% 20.6% 25.5%
Research, development and
related expenses................ 5.0% 4.5% 5.3% 4.2%
---------- ---------- ---------- ----------
Income from operations............. 6.3% 8.5% 6.6% 5.3%
Interest expense................... 2.5% 1.6% 2.4% 1.9%
Other income....................... 0.2% 0.2% 0.4% 0.3%
---------- ---------- ---------- ----------
Income from continuing
operations before income taxes.. 4.0% 7.1% 4.6% 3.7%
Provision for income taxes......... 1.6% 2.7% 1.9% 1.3%
---------- ---------- ---------- ----------
Income from continuing
operations...................... 2.4% 4.5% 2.7% 2.4%
Income from discontinued
operations, net of income taxes. 0.1% 1.9% 0.1% 1.9%
---------- ---------- ---------- ----------
Net income 2.5% 6.3% 2.8% 4.3%
========== ========== ========== ==========
</TABLE>
Quarters ended July 4, 1998 and June 28, 1997
Net sales for the third quarter of fiscal 1998, ended July 4, 1998,
increased $3.1 million or 11.5% to $29.9 million from $26.8 million during
the same period in fiscal 1997.
Commercial sales increased 16% compared to the same quarter in the prior
year but were partially offset by a decrease of approximately 5% in sales
related to government contracts. Commercial sales of more recently
introduced automotive products, primarily quartz yaw rate sensors used in
automotive stability control systems, had the largest percentage increase
in commercial sales. Sales of traditional commercial products, including
encoders and other position sensors, motors, actuators and pressure
sensors also increased. The General Motors strike had a slight negative
impact on sales of steering and seat memory sensors in the third quarter
and is expected to reduce fourth quarter 1998 volume of all products
shipped to General Motors by approximately half. Sales to General Motors
in prior quarters have represented less than 10% of the Company's total
sales.
Cost of sales as a percentage of net sales in the third quarter of fiscal
1998 increased to 68.5% from 64.7% as a percentage of sales in the
comparable period of fiscal 1997, due primarily to high manufacturing
costs associated with a low production yield on a fixed-price contract for
inertial sensor assemblies for missile systems. Also unfavorably
impacting cost of sales were increased labor and material costs associated
with the ramp-up in production of automotive GyroChip sensors.
Automotive GyroChip sensors currently have a higher-than-average cost of
sales as a percentage of sales compared to the Company's traditional
products because of higher training costs, excessive scrap and labor
inefficiencies associated with the rapid ramp up of production for these
products. These higher-than-average costs are expected to continue during
the intensive learning phase of the production ramp up. The Company
expects that average gross margins as a percentage of net sales will
decline as automotive sensors become a larger portion of the Company's
product mix.
Actual selling, general and administrative expenses were unchanged from
the same period of the prior year as compared to the 11.5% increase in
sales. This resulted in a decrease of 2.1 percentage points in selling,
general and administrative expenses as a percentage of net sales in the
third quarter of fiscal 1998 versus the comparable period of fiscal 1997.
Research, development and related expenses, as a percentage of net sales
for the third quarter of fiscal 1998 increased 0.5 percentage points from
the comparable period of fiscal 1997 due to increased spending to develop
potential new products and processes related primarily to
microelectromechanical structures for pressure and automotive
applications.
Nine Months ended July 4, 1998 and June 28, 1997
Net sales for the first nine months of fiscal 1998 increased $14.6 million
or 19.6% to $89.0 million from $74.4 million during the same period in
fiscal 1997.
Sales increased primarily in commercial products sold to the industrial
and automotive markets. Commercial sales of more recently introduced
automotive products, primarily quartz yaw rate sensors, had the largest
percentage increase in commercial sales. Sales of traditional commercial
products, including encoders and other position sensors, motors, actuators
and pressure sensors, also increased. The sales increase was offset, in
part, by a decrease in government sales.
Cost of sales as a percentage of net sales in the first nine months of
fiscal 1998 increased to 67.5% from 65.0% in the comparable period of
fiscal 1997 due to several factors, including the unfavorable impact of
the ramp up in production of the automotive GyroChip sensor. Automotive
GyroChip sensors currently have a higher-than-average cost of sales as a
percentage of sales compared to traditional products because of higher
training costs, excessive scrap and labor inefficiencies associated with
the rapid ramp up of production for these products. These higher-than-
average costs are expected to continue during the intensive learning phase
of the production ramp up. The Company expects that average gross margins
as a percentage of net sales will decline as automotive sensors become a
larger portion of the Company's product mix.
Actual selling, general and administrative expenses decreased $0.6 million
or 3.3% from the same period of the prior year as compared to the 19.6%
increase in sales. This resulted in a decrease of 4.9 percentage points
in selling, general and administrative expenses as a percentage of net
sales in the first nine months of fiscal 1998 versus the comparable period
of fiscal 1997. The decrease in expenses in fiscal 1998 was primarily due
to non-recurring charges of approximately $1.6 million incurred in the
first quarter of fiscal 1997 which were associated with the resolution
of an arbitration.
Research, development and related expenses as a percentage of net sales
for the first nine months of fiscal 1998 increased 1.1 percentage points
from the comparable period of fiscal 1997 due to increased spending on
potential new products and processes related primarily to
microelectromechanical structures for pressure and automotive
applications.
Liquidity and Capital Resources
During the first nine months of fiscal 1998, total cash used by operations
was $1.8 million, including an increase in inventory on hand of $5.9
million, decreases in accrued expenses, trade payables and other
liabilities of $3.7 million, and an increase in receivables of $0.5
million. Partially offsetting these outflows were the cash effect of net
income of $2.5 million, the positive impact of non-cash charges
to income from depreciation of $3.3 million and amortization of $1.3
million, and positive cash flows from discontinued operations of $1.4
million.
Cash used in investing activities consisted primarily of equipment
purchases of $4.9 million.
Cash flows from financing activities consisted primarily of $13.0 million
in proceeds from borrowings and $0.9 million from common stock issuances.
Offsetting these proceeds were $5.6 million in scheduled payments made on
long-term debt and dividend payments of $0.4 million.
The Company did not have material capital commitments at July 4, 1998.
However, the Company has committed to acquire approximately $2.8 million
of equipment to support increased quartz yaw rate sensor production.
Based on the financial condition of the Company at July 4, 1998,
management believes that the existing cash balances, cash generated from
operations, and available lines of credit will be sufficient to meet the
Company's planned needs for the foreseeable future. If the Company
requires additional capital, it anticipates that such capital will be
provided by bank or other borrowings, although there can be no assurances
that funds will be available, or will be available on terms as favorable
as those applicable to the Company's currently outstanding debt.
Year 2000 Compliance: Modification of Management Information Systems
The Company is evaluating the potential impact of what is commonly
referred to as the "Year 2000" issue, concerning the possible inability of
certain information systems to properly recognize and process dates
containing the Year 2000 and beyond. If not corrected, these systems
could fail or create erroneous results. The Company's management
information systems primarily use software products purchased from
commercial sources without significant modification or customization.
Updates to these products are routinely installed by the Company to
upgrade the systems and correct known faults in the software. All major
systems have been reviewed for Year 2000 issues and where necessary,
upgraded software has been identified and implementation schedules are in
process. There have been no significant incremental costs identified with
updates that specifically address only Year 2000 compliance. The Company
is working with consultants to review and validate Year 2000 efforts which
will add some costs to the next several quarters. Notwithstanding the
Year 2000 compliance of the Company's systems, there can be no assurance
that the Company will not be adversely affected by the failure of others
to become Year 2000 compliant.
Effects of Inflation
Management believes that, for the periods presented, inflation has not had
a material effect on the Company's operations.
<PAGE>
BEI TECHNOLOGIES, INC. AND SUBSIDIARIES
PART II. OTHER INFORMATION
Item 5. Other Information
Pursuant to the Company's bylaws, stockholders who wish to bring
matters or propose nominees for director at the Company's 1999
annual meeting of stockholders must provide specified information
to the Company between a date which is no later than the close of
business of the sixtieth day nor earlier than the close of business
on the ninetieth day prior to the first anniversary of the
preceding year's annual meeting (unless such matters are included
in the Company's proxy statement pursuant to Rule 14a-8 under the
Securities Exchange Act of 1934, as amended).
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
27.1 Financial Data Schedule
27.2 Financial Data Schedule
(b) Reports on Form 8-K
No reports on Form 8-K were filed by the
Company during the quarter ended July 4, 1998.
<PAGE>
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 on August 17, 1998.
BEI Technologies, Inc.
By: /s/ Robert R. Corr
----------------------------------------
Robert R. Corr
Secretary, Treasurer and Controller
(Chief Accounting Officer)
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS FOR THE THREE MONTHS ENDED JULY 4, 1998,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> OCT-03-1998
<PERIOD-START> APR-05-1998
<PERIOD-END> JUL-04-1998
<CASH> 6,103
<SECURITIES> 0
<RECEIVABLES> 17,702
<ALLOWANCES> 0
<INVENTORY> 28,507
<CURRENT-ASSETS> 59,559
<PP&E> 26,948
<DEPRECIATION> 0
<TOTAL-ASSETS> 97,976
<CURRENT-LIABILITIES> 22,874
<BONDS> 34,886
0
0
<COMMON> 7
<OTHER-SE> 39,890
<TOTAL-LIABILITY-AND-EQUITY> 97,976
<SALES> 29,897
<TOTAL-REVENUES> 29,967
<CGS> 20,494
<TOTAL-COSTS> 7,525
<OTHER-EXPENSES> 7,525
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 755
<INCOME-PRETAX> 1,193
<INCOME-TAX> 489
<INCOME-CONTINUING> 704
<DISCONTINUED> 50
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 754
<EPS-PRIMARY> $0.11
<EPS-DILUTED> $0.11
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION
EXTRACTED FROM THE CONDENSED CONSOLIDATED FINANCIAL
STATEMENTS FOR THE THREE MONTHS ENDED JUNE 28, 1997,
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO
SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> SEP-27-1997
<PERIOD-START> MAR-30-1997
<PERIOD-END> JUN-28-1997
<CASH> 3,622
<SECURITIES> 0
<RECEIVABLES> 16,563
<ALLOWANCES> 0
<INVENTORY> 22,304
<CURRENT-ASSETS> 49,018
<PP&E> 25,107
<DEPRECIATION> 0
<TOTAL-ASSETS> 86,668
<CURRENT-LIABILITIES> 22,307
<BONDS> 18,516
0
0
<COMMON> 0
<OTHER-SE> 41,663
<TOTAL-LIABILITY-AND-EQUITY> 86,668
<SALES> 26,824
<TOTAL-REVENUES> 26,881
<CGS> 17,347
<TOTAL-COSTS> 7,179
<OTHER-EXPENSES> 7,179
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 441
<INCOME-PRETAX> 1,914
<INCOME-TAX> 718
<INCOME-CONTINUING> 1,196
<DISCONTINUED> 500
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,696
<EPS-PRIMARY> $0.25
<EPS-DILUTED> $0.24
</TABLE>
