<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 March 31, 2000. Commission file number 001-13337
STONERIDGE, INC.
----------------
(Exact Name of Registrant as Specified in Its Charter)
Ohio 34-1598949
- ------------------------------- -------------------
(State or Other Jurisdiction of (I.R.S. Employer
Incorporation or Organization) Identification No.)
9400 East Market Street, Warren, Ohio 44484
- ---------------------------------------- ----------
(Address of Principal Executive Offices) (Zip Code)
(330) 856-2443
--------------------------------------------------
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
--- ---
The number of Common Shares, without par value, outstanding as of May 11, 2000
was 22,397,311.
<PAGE>
STONERIDGE, INC.
INDEX
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
Part I Financial Information
Item 1. Financial Statements
Condensed Consolidated Balance Sheets as of March 31, 2000 and
December 31, 1999 2
Condensed Consolidated Statements of Income for the three months
ended March 31, 2000 and 1999 3
Condensed Consolidated Statements of Cash Flows for the three
months ended March 31, 2000 and 1999 4
Notes to Condensed Consolidated Financial Statements 5-7
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations 8-10
Item 3. Quantitative and Qualitative Disclosure About Market Risk 11
Part II Other Information 12
Signatures 13
Exhibit Index 14
</TABLE>
1
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
STONERIDGE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------------------ --------------------
(Unaudited) (Audited)
<S> <C> <C>
ASSETS
- ------
CURRENT ASSETS:
Cash and cash equivalents $ 5,581 $ 3,924
Accounts receivable, net 117,035 98,744
Inventories 67,421 65,701
Prepaid expenses and other 14,929 13,383
Deferred income taxes 9,088 10,564
------------------ --------------------
Total current assets 214,054 192,316
------------------ --------------------
PROPERTY, PLANT AND EQUIPMENT, net 109,558 106,163
OTHER ASSETS:
Goodwill and other intangibles, net 365,628 369,265
Investments and other 29,078 30,565
------------------ --------------------
TOTAL ASSETS $718,318 $698,309
================== ====================
LIABILITIES AND SHAREHOLDERS' EQUITY
- ------------------------------------
CURRENT LIABILITIES:
Current portion of long-term debt $ 29,240 $ 25,753
Accounts payable 52,706 42,337
Accrued expenses and other 55,031 47,114
------------------ --------------------
Total current liabilities 136,977 115,204
------------------ --------------------
LONG-TERM DEBT, net of current portion 318,419 331,898
DEFERRED INCOME TAXES 16,393 15,985
OTHER LIABILITIES 3,011 3,594
------------------ --------------------
Total long-term liabilities 337,823 351,477
------------------ --------------------
SHAREHOLDERS' EQUITY:
Preferred shares, without par value, 5,000 authorized, none issued -- --
Common shares, without par value, 60,000 authorized, 22,397 issued and
outstanding at March 31, 2000 and December 31, 1999, stated at -- --
Additional paid-in capital 141,506 141,506
Retained earnings 103,018 90,502
Accumulated other comprehensive loss (1,006) (380)
------------------ --------------------
Total shareholders' equity 243,518 231,628
------------------ --------------------
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $718,318 $698,309
================== ====================
</TABLE>
The accompanying notes to condensed consolidated financial statements are
an integral part of these condensed consolidated balance sheets.
2
<PAGE>
STONERIDGE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
(in thousands except for per share data)
<TABLE>
<CAPTION>
For the three months ended
March 31,
------------------------------
2000 1999
------------ ------------
<S> <C> <C>
NET SALES $184,211 $177,654
COST AND EXPENSES:
Cost of goods sold 132,549 128,214
Selling, general and administrative expenses 25,070 23,183
------------ ------------
Operating income 26,592 26,257
Interest expense, net 7,931 8,250
Other income, net (313) --
------------ ------------
INCOME BEFORE INCOME TAXES 18,974 18,007
Provision for income taxes 6,458 7,234
------------ ------------
NET INCOME $ 12,516 $ 10,773
============ ============
BASIC AND DILUTED NET INCOME PER SHARE $ 0.56 $ 0.48
============ ============
WEIGHTED AVERAGE SHARES OUTSTANDING 22,397 22,397
============ ============
</TABLE>
The accompanying notes to condensed consolidated financial statements
are an integral part of these condensed consolidated statements.
3
<PAGE>
STONERIDGE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
<TABLE>
<CAPTION>
For the three months ended
March 31,
------------------------------
2000 1999
------------ ------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 12,516 $ 10,773
Adjustments to reconcile net income to net cash from
operating activities-
Depreciation and amortization 6,601 7,106
Deferred income taxes 1,555 696
Changes in operating assets and liabilities-
Accounts receivable, net (18,417) (13,385)
Inventories (1,909) 945
Prepaid expenses and other (1,552) (1,531)
Other assets, net 621 796
Accounts payable 10,512 (4,656)
Accrued expenses and other 7,581 64
------------- -------------
Net cash from operating activities 17,508 808
------------- -------------
INVESTING ACTIVITIES:
Capital expenditures (5,712) (1,639)
Business acquisitions and other (100) (12,452)
------------- -------------
Net cash from investing activities (5,812) (14,091)
------------- -------------
FINANCING ACTIVITIES:
Proceeds from long-term debt -- 2,722
Repayments of long-term debt (1,572) --
Net (repayments) borrowings under credit agreement (8,413) 10,391
------------- -------------
Net cash from financing activities (9,985) 13,113
------------- -------------
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH
EQUIVALENTS (54) 58
NET CHANGE IN CASH AND CASH EQUIVALENTS 1,657 (112)
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 3,924 1,876
------------- -------------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 5,581 $ 1,764
============= =============
</TABLE>
The accompanying notes to condensed consolidated financial statements
are an integral part of these condensed consolidated statements.
4
<PAGE>
STONERIDGE, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
(in thousands)
1. The accompanying condensed consolidated financial statements have been
prepared by Stoneridge, Inc. (the Company), without audit, pursuant to the
rules and regulations of the Securities and Exchange Commission (the
Commission). The information furnished in the condensed consolidated
financial statements includes normal recurring adjustments and reflects all
adjustments which are, in the opinion of management, necessary for a fair
presentation of such financial statements. Certain information and
footnote disclosures normally included in financial statements prepared in
accordance with accounting principles generally accepted in the United
States have been condensed or omitted pursuant to the Commission's rules
and regulations. Although the Company believes that the disclosures are
adequate to make the information presented not misleading, it is suggested
that these condensed consolidated financial statements be read in
conjunction with the audited financial statements and the notes thereto
included in the Company's 1999 Annual Report to Shareholders.
The results of operations for the three months ended March 31, 2000 are not
necessarily indicative of the results to be expected for the full year.
2. Inventories are valued at the lower of cost or market. Cost is determined
by the last-in, first-out (LIFO) method for approximately 87% and 88% of
the Company's inventories at March 31, 2000 and December 31, 1999,
respectively, and by the first-in, first-out (FIFO) method for all other
inventories. Inventory cost includes material, labor and overhead.
Inventories consist of the following:
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
------------ ------------
<S> <C> <C>
Raw materials $43,445 $42,876
Work in progress 10,641 9,636
Finished goods 13,781 13,400
Less-LIFO reserve (446) (211)
------------ ------------
Total $67,421 $65,701
============ ============
</TABLE>
3. On August 27, 1999, the Company purchased all the outstanding shares of TVI
Europe Limited (TVI) for approximately $20,700. TVI is a United Kingdom
manufacturer of vehicle information and management systems for the European
commercial vehicle market. The transaction was accounted for as a
purchase.
On March 6, 1999, the Company purchased certain assets and assumed certain
liabilities of Delta Schoeller, Limited (Delta) for approximately $12,200.
Delta is a United Kingdom manufacturer of switches for the automotive
industry. The transaction was accounted for as a purchase.
5
<PAGE>
STONERIDGE, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
(in thousands)
4. Other comprehensive (loss) income includes foreign currency translation
adjustments, net of related tax. Comprehensive (loss) income consists of
the following:
<TABLE>
<CAPTION>
March 31, March 31,
2000 1999
----------- -----------
<S> <C> <C>
Net income $12,516 $10,773
Other comprehensive (loss) income (626) 85
----------- -----------
Comprehensive income $11,890 $10,858
=========== ===========
</TABLE>
5. The Company has a $425,000 credit agreement with a bank group. The credit
agreement has three components: a $100,000 revolving credit facility, a
$150,000 term facility and a $175,000 term facility. The $100,000 revolving
facility and the $150,000 term facility expire on December 31, 2003 and
require a commitment fee of 0.37% to 0.50% on the unused balance. Interest
is payable quarterly at either (i) the prime rate plus a margin of .00% to
1.00% or (ii) LIBOR plus a margin of 1.25% to 2.50%, depending upon the
Company's ratio of consolidated total debt to consolidated earnings before
interest, taxes, depreciation and amortization (EBITDA), as defined. The
$175,000 term facility expires on December 31, 2005. Interest is payable
quarterly at either (i) the prime rate plus a margin of 2.00% or (ii) LIBOR
plus a margin of 3.50%.
Long-term debt consists of the following:
<TABLE>
<CAPTION>
March 31, December 31,
2000 1999
---------- -----------
<S> <C> <C>
Borrowings under credit agreement $338,449 $346,862
Borrowings payable to foreign banks 6,966 7,917
Other 2,244 2,872
---------- -----------
347,659 357,651
Less: Current portion 29,240 25,753
---------- -----------
$318,419 $331,898
========== ===========
</TABLE>
6. The Company presents basic and diluted earnings per share in accordance
with Statement of Financial Accounting Standard No. 128, "Earnings Per
Share". Potentially dilutive securities are not significant and do not
create differences between reported basic and diluted earnings per share
for all periods presented.
6
<PAGE>
STONERIDGE, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(Unaudited)
(in thousands)
7. Based on the criteria set forth in Statement of Financial Accounting
Standard No. 131, "Disclosures about Segments of an Enterprise and Related
Information," the Company operates in one business segment. The following
table presents net sales and noncurrent assets for each of the geographic
areas in which the Company operates:
<TABLE>
<CAPTION>
March 31, March 31,
2000 1999
---------- ----------
<S> <C> <C>
Net Sales:
North America $160,576 $161,154
Europe and other 23,635 16,500
---------- ----------
Total $184,211 $177,654
========== ==========
<CAPTION>
March 31, December 31,
2000 1999
--------- ----------
<S> <C> <C>
Noncurrent assets:
North America $449,214 $452,774
Europe and other 55,050 53,219
--------- ----------
Total $504,264 $505,993
========== ==========
</TABLE>
8. Effective January 1, 2000 the Company adopted Emerging Issues Task Force
Issue No. 99-5 (EITF 99-5), "Accounting for Pre-Production Costs Related to
Long-Term Supply Arrangements." EITF 99-5 establishes new accounting rules
for costs related to the design and development of products and for costs
incurred to develop molds, dies and other tools to be used to produce
products that will be sold under long-term supply agreements. The Company
elected to adopt the requirements of EITF 99-5 on a prospective basis, as
permitted. In accordance with the criteria set forth in EITF 99-5, the
Company is now required to expense as incurred certain costs that were
previously capitalized. The adoption of EITF 99-5 did not have a
significant impact on the Company's financial statements during the first
quarter; however, the impact could be significant in future periods.
7
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Results of Operations
- ---------------------
Three Months Ended March 31, 2000 Compared To Three Months Ended March 31, 1999
- -------------------------------------------------------------------------------
Net Sales. Net sales for the first quarter of 2000 increased by $6.5 million, or
3.7%, to $184.2 million from $177.7 million for the same period in 1999. Sales
of core products increased by $21.7 million, or 13.4%, to $184.2 million during
the first quarter of 2000 compared to $162.5 million for the same period of
1999. Sales of core products from the recent acquisition of TVI accounted for
$6.2 million of the change, while sales of existing core products increased by
$15.5 million, or 9.5%, compared to the same period in 1999. Sales revenues for
the quarter were favorably impacted by the strong automotive and commercial
vehicle markets, and the agricultural equipment market showed improvement
compared with the first quarter of 1999.
Sales for the first quarter of 2000 for North America decreased $.6 million to
$160.6 million from $161.2 million for the same period in 1999. North American
sales revenues for the first quarter of 1999 included $15.2 million of sales
generated from the contract manufacturing business, which was phased out during
the second quarter of 1999. Contract manufacturing sales accounted for 8.6% of
total sales for the first quarter of 1999. North American sales accounted for
87.2% of total sales for the first quarter of 2000 compared with 90.7% for the
same period in 1999. Sales for the first quarter of 2000 outside North America
increased $7.1 million to $23.6 million from $16.5 million for the same period
in 1999. Sales outside North America accounted for 12.8% of total sales for the
first quarter of 2000 compared with 9.3% for the same period in 1999.
Cost of Goods Sold. Cost of goods sold for the first quarter of 2000 increased
by $4.3 million, or 3.4%, to $132.5 million from $128.2 million in the first
quarter of 1999. As a percentage of sales, cost of goods sold decreased to
72.0% in 2000 from 72.2% in 1999. The decrease as a percent of sales was due
primarily to a shift in product mix to higher value added electrical and
electronic core products and the phase-out of contract manufacturing sales.
Selling, General and Administrative Expenses. Selling, general and
administrative (SG&A) expenses increased by $1.9 million to $25.1 million in the
first quarter of 2000 from $23.2 million for the same period in 1999. As a
percentage of sales, SG&A expenses increased to 13.6% for the first quarter of
2000 from 13.1% for the same period in 1999. The increase is due primarily to
higher development costs to support new product launches for safety-related
products, including the seat track position and fuel cut-off switch, and the
Next Generation Vehicle. In addition, the commercial costs related to the newly
acquired companies and geographical expansion were also responsible for this
increase.
Interest Expense. Interest expense for the first quarter of 2000 was $7.9
million compared with $8.2 million in 1999. Average outstanding indebtedness
was $346.3 million and $349.1 million for the first three months of 2000 and
1999, respectively.
Income Before Income Taxes. As a result of the foregoing, income before taxes
increased by $1.0 million for the first quarter of 2000 to $19.0 million from
$18.0 million in 1999.
Provision for Income Taxes. The Company recognized provisions for income taxes
of $6.5 million and $7.2 million for federal, state and foreign income taxes for
the first quarters of 2000 and 1999, respectively. The decline in the effective
tax rate in 2000 is a result of more income being generated in jurisdictions
with lower tax burdens, and the implementation of certain tax planning
strategies.
8
<PAGE>
Net Income. As a result of the foregoing, net income increased by $1.7 million,
or 15.7%, to $12.5 million for the first quarter of 2000 from $10.8 million in
1999.
Liquidity and Capital Resources
Net cash provided by operating activities was $17.5 million and $0.8
million for the quarters ended March 31, 2000 and 1999, respectively. The
increase in net cash from operating activities of $16.7 million was due to the
increase in net income of $1.7 million and improved working capital management.
Net cash used for investing activities was $5.8 million and $14.1 million
for the quarters ended March 31, 2000 and 1999, respectively. The decrease in
cash used for investing activities of $8.3 million was primarily the result of
the acquisition of Delta in the first quarter of 1999. The acquisition of Delta
was financed with funds from the Company's $425.0 million credit agreement.
Net cash used for financing activities was $10.0 million for the quarter
ended March 31, 2000 as compared to net cash provided by financing activities of
$13.1 million for the quarter ended March 31, 1999. Primarily as a result of the
Delta acquisition, long-term debt increased $13.1 million for the quarter ended
March 31, 1999, while during the first quarter of 2000 improved working capital
management resulted in $10.0 million of debt repayment.
The Company has a $425.0 million credit agreement (of which $338.5 and
$352.5 million was outstanding at March 31, 2000 and 1999, respectively) with a
bank group. The credit agreement has three components: a $100.0 million
revolving facility (of which $62.1 million is currently available), a $150.0
million term facility, and a $175.0 million term facility. The $100.0 million
revolving facility and the $150.0 million term facility expire on December 31,
2003, and require a commitment fee of 0.37% to 0.50% on the unused balance.
Interest is payable quarterly at either (i) the prime rate plus a margin of .00%
to 1.00% or (ii) LIBOR plus a margin of 1.25% to 2.50%, depending upon the
Company's ratio of consolidated total debt to consolidated earnings before
interest, taxes, depreciation and amortization, as defined. The $175.0 million
term facility expires on December 31, 2005. Interest is payable quarterly at
either (i) the prime rate plus a margin of 2.00% or (ii) LIBOR plus a margin of
3.50%.
The Company has entered into four interest rate swap agreements with a
total notional amount of $285.9 million. These interest rate swap agreements
expire by December 31, 2000. The interest rate swap agreements exchange
variable interest rates on the senior secured credit facility for fixed interest
rates. The Company does not use derivatives for speculative or profit-motivated
purposes.
Management believes that cash flows from operations and the availability of
funds from the Company's credit facilities will provide sufficient liquidity to
meet the Company's growth and operating needs.
Inflation and International Presence
Management believes that the Company's operations have not been adversely
affected by inflation. By operating internationally, the Company is affected by
the economic conditions of certain countries. Based on the current economic
conditions in these countries, management believes they are not significantly
exposed to adverse economic conditions.
9
<PAGE>
Recently Issued Accounting Standards
The Company is required to adopt Statement of Financial Accounting
Standard No. 133 (SFAS 133), "Accounting for Derivative Instruments and Hedging
Activities" (as amended by SFAS 137) for its fiscal year ending 2001. SFAS 133
establishes new accounting and reporting standards for derivatives and hedging
activities. The Company does not expect the adoption of SFAS 133 to
significantly affect the financial statements.
Effective January 1, 2000 the Company adopted Emerging Issues Task Force
Issue No. 99-5 (EITF 99-5), "Accounting for Pre-Production Costs Related to
Long-Term Supply Arrangements." EITF 99-5 establishes new accounting rules for
costs related to the design and development of products and for costs incurred
to develop molds, dies and other tools to be used to produce products that will
be sold under long-term supply agreements. The Company elected to adopt the
requirements of EITF 99-5 on a prospective basis, as permitted. In accordance
with the criteria set forth in EITF 99-5, the Company is now required to expense
as incurred certain costs that were previously capitalized. The adoption of EITF
99-5 did not have a significant impact on the Company's financial statements
during the first quarter; however, the impact could be significant in future
periods.
Year 2000 Initiative
The Company had conducted an evaluation of the actions necessary in order
to gain assurance that its information and non-information technology systems
would be able to function without disruption with respect to the application of
dating systems in the Year 2000. As a result of this evaluation, the Company
upgraded, replaced and tested its information systems, computer applications and
other systems to ensure they would be able to operate without disruption due to
Year 2000 issues. The Company completed these remedial actions by December 31,
1999.
Historical Year 2000 expenditures through December 31, 1999 were
approximately $4.2 million. Year 2000 expenditures related to modifying
software, purchasing new software and hardware, and replacing non-compliant
software and hardware. These costs included both internal and external personnel
costs related to the assessment process, as well as the cost of purchasing
certain hardware and software. Year 2000 expenditures anticipated to be incurred
subsequent to December 31, 1999 are not expected to be significant.
The Company has not experienced any material disruptions or unexpected
costs related to Year 2000 problems with internal or third-party information and
non-information technology systems. In addition, the Company has not identified
any significant contingencies related to Year 2000 problems. However, no
assurance can be given that a currently unknown material Year 2000 problem will
not arise in the future. Such an event could have a material adverse effect on
the Company's financial condition and results of operations.
10
<PAGE>
ITEM 3. QUANTITIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK
The Company is exposed to certain market risks, primarily resulting from
the effects of changes in interest rates. To reduce exposures to market risks
resulting from fluctuations in interest rates, the Company uses derivative
financial instruments. Specifically, the Company uses interest rate swap
agreements to mitigate the effects of interest rate fluctuations on net income
by changing the floating interest rates on certain portions of the Company's
debt to fixed interest rates. The effect of changes in interest rates on the
Company's net income generally has been insignificant relative to other factors
that also affect net income, such as sales and operating margins. Management
believes that its use of these financial instruments to reduce risk is in the
Company's best interest. The Company does not enter into financial instruments
for trading purposes.
The Company's risks related to commodity price and foreign currency
exchange risks have historically not been significant. The Company does not
expect the effects of these risks to be significant based on current operating
and economic conditions in the countries and markets in which it operates.
11
<PAGE>
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS
- -----------------------------
In the ordinary course of business, the Company is involved in various legal
proceedings, workers' compensation and product liability disputes. The Company
is of the opinion that the ultimate resolution of these matters will not have a
material adverse effect on the results of operations or the financial position
of the Company.
ITEM 2. CHANGES IN SECURITIES AND USE OF PROCEEDS
- -----------------------------------------------------
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) Exhibits
27.1 Financial Data Schedule for the three months ended March 31, 2000
12
<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.
STONERIDGE, INC.
Date: May 11, 2000 /s/ Cloyd J. Abruzzo
-------------------------------------
Cloyd J. Abruzzo
President and Chief Executive Officer
(Principal Executive Officer)
Date: May 11, 2000 /s/ Kevin P. Bagby
-------------------------------------
Kevin P. Bagby
Treasurer and Chief Financial Officer
(Principal Financial and Chief
Accounting Officer)
13
<PAGE>
STONERIDGE, INC.
EXHIBIT INDEX
Exhibit
Number Exhibit
- ------------ -------
27.1 Financial Data Schedule for the three months ended March 31, 2000,
filed herewith.
14
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM STONERIDGE,
INC. AND SUBSIDIARIES CONSOLIDATED FINANCIAL STATEMENTS AS OF MARCH 31, 2000 AND
FOR THE QUARTER THEN ENDED 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> DEC-31-2000
<PERIOD-START> JAN-01-2000
<PERIOD-END> MAR-31-2000
<CASH> 5,581
<SECURITIES> 0
<RECEIVABLES> 118,236
<ALLOWANCES> (1,201)
<INVENTORY> 67,421
<CURRENT-ASSETS> 214,054
<PP&E> 193,292
<DEPRECIATION> (83,734)
<TOTAL-ASSETS> 718,318
<CURRENT-LIABILITIES> 136,977
<BONDS> 318,419
0
0
<COMMON> 0
<OTHER-SE> 243,518
<TOTAL-LIABILITY-AND-EQUITY> 718,318
<SALES> 184,211
<TOTAL-REVENUES> 184,211
<CGS> 132,549
<TOTAL-COSTS> 132,549
<OTHER-EXPENSES> 24,618
<LOSS-PROVISION> 139
<INTEREST-EXPENSE> 7,931
<INCOME-PRETAX> 18,974
<INCOME-TAX> 6,458
<INCOME-CONTINUING> 12,516
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 12,516
<EPS-BASIC> 0.56
<EPS-DILUTED> 0.56
</TABLE>
