SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
[X] QUARTERLY REPORT UNDER SECTION 13 OR 15(d)
OF THE SECURITIES ACT OF 1934
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES ACT OF 1934
For the Quarter Ended July 3, 1999 Commission File Number 0-5971
WOODHEAD INDUSTRIES, INC.
DELAWARE 36-1982580
(State or other jurisdiction of (I.R.S. Employer Identification
incorporation or organization) Number)
THREE PARKWAY NORTH, SUITE 550, DEERFIELD, IL. 60015
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number including area code (847) 236-9300
(Former name, former address or former fiscal year,
if changes since last reports)
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 Act of 1934 during the
preceding 12 months, and (2) has been subject to such filing requirements for
the past 90 days.
Yes X No
On July 31, 1999 there were 11,122,401 shares of the Registrant's common stock
outstanding.
1
<PAGE>
PART I. FINANCIAL INFORMATION
WOODHEAD INDUSTRIES, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
July 3, 1999 and October 3, 1998
ASSETS (Amounts in thousands)
Unaudited
CURRENT ASSETS 7/3/99 10/3/98
------------ -----------
Cash and short-term securities $ 489 $ 2,923
Accounts receivable 29,955 26,792
Refundable income taxes 682 795
Inventories (Note 3) 21,626 19,431
Prepaid taxes and other expenses 7,144 7,695
---------- ----------
Total current assets $ 59,896 $ 57,636
---------- ---------
DEFERRED INCOME TAXES AND OTHER ASSETS $ 4,020 $ 2,324
---------- ---------
PROPERTY, PLANT & EQUIPMENT, at cost $ 119,282 $ 114,076
Less: Accumulated depreciation (54,555) (48,792)
---------- ---------
Net property, plant and equipment $ 64,727 $ 65,284
---------- ---------
GOODWILL $ 25,963 $ 30,697
---------- ---------
TOTAL ASSETS $ 154,606 $ 155,941
========= =========
LIABILITIES & STOCKHOLDERS' INVESTMENT
CURRENT LIABILITIES
Accounts payable $ 6,282 $ 7,828
Accrued expenses 16,414 17,656
Income taxes 2,087 837
---------- ----------
Total current liabilities $ 24,783 $ 26,321
---------- ----------
OTHER LIABILITIES $ 1,757 $ 2,070
---------- ---------
LONG-TERM DEBT $ 50,300 $ 53,000
----------- ---------
STOCKHOLDERS' INVESTMENT: (Note 5)
Common stock $ 11,122 $ 11,032
Additional paid-in capital 9,977 9,276
Cumulative translation adjustment (3,357) (1,276)
Retained earnings 60,024 55,518
----------- ----------
Total stockholders' investment $ 77,766 $ 74,550
---------- ---------
TOTAL LIABILITIES & STOCKHOLDERS' INVESTMENT $ 154,606 $ 155,941
========= =========
See accompanying notes to condensed consolidated financial statements.
-2-
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<TABLE>
<CAPTION>
WOODHEAD INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Amounts in thousands except per share data, unaudited)
Three Months Ended Nine Months Ended
----------------------- ------------------------
7/3/99 6/27/98 7/3/99 6/27/98
------ ------- ------ -------
<S> <C> <C> <C> <C>
NET SALES $43,190 $37,568 $126,494 $107,960
COST OF SALES 24,636 21,528 71,977 60,880
-------- -------- -------- --------
GROSS PROFIT $18,554 $16,040 $ 54,517 $ 47,080
% of Net Sales 43.0% 42.7% 43.1% 43.6%
OPERATING EXPENSES 13,340 10,672 39,034 30,996
-------- -------- -------- --------
INCOME FROM OPERATIONS $ 5,214 $ 5,368 $ 15,483 $ 16,084
OTHER EXPENSES ( INCOME)
INTEREST EXPENSE $ 882 $ 378 $ 2,589 $ 426
OTHER (INCOME) EXPENSES, NET (11) 248 (382) 760
-------- -------- -------- --------
NET OTHER EXPENSES $ 871 $ 626 $ 2,207 $ 1,186
INCOME BEFORE INCOME
TAXES $ 4,343 $ 4,742 $ 13,276 $ 14,898
PROVISION FOR INCOME TAXES $ 2,112 $ 1,922 $ 5,778 $ 5,950
-------- -------- -------- --------
NET INCOME $ 2,231 $ 2,820 $ 7,498 $ 8,948
======== ======== ======== ========
NET INCOME PER SHARE (Note 4)
BASIC $ 0.20 $ 0.27 $ 0.68 $ 0.85
======== ======== ======== ========
DILUTED $ 0.20 $ 0.25 $ 0.66 $ 0.80
======== ======== ======== ========
WEIGHTED AVERAGE COMMON
SHARES OUTSTANDING
BASIC 11,110 10,608 11,081 10,583
======== ======== ======== ========
DILUTED 11,418 11,169 11,389 11,182
======== ======== ======== ========
DIVIDENDS PER SHARE $ 0.09 $ 0.09 $ 0.27 $ 0.27
======== ======== ======== ========
See accompanying notes to condensed consolidated financial statements.
</TABLE>
-3-
<PAGE>
<TABLE>
<CAPTION>
WOODHEAD INDUSTRIES, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW
(Amounts in thousands - unaudited)
Nine Months Ended
-------------------------
7/3/99 6/27/98
------- -------
Cash Flows from Operating Activities:
<S> <C> <C>
Net income for the period $ 7,498 $ 8,948
Adjustments to reconcile net income to net cash
flows from operating activities:
Depreciation and amortization 7,763 4,442
Change in Assets and Liabilities:
(Increases) Decreases in:
Accounts receivable (3,163) (480)
Inventories (2,195) (918)
Prepaid expenses 551 (787)
Deferred income taxes and other assets (1,598) (642)
Increases (Decreases) in:
Accounts payable (1,546) 534
Accrued expenses (1,555) (1,749)
Income taxes 1,363 (808)
Deferred income taxes - 154
-------- --------
Net cash flows provided by operating activities $ 7,118 $ 8,694
-------- --------
Cash Flows from Investing Activities:
Purchases of property, plant & equipment $ (6,290) $ (8,766)
Acquisition of the mPm Group - (26,768)
Retirements or sales of property, plant and equipment 2 33
-------- --------
Net cash flows used for investing activities $ (6,288) $(35,501)
-------- --------
Cash Flows from Financing Activities:
Increase/(Decrease) in long-term debt $ (2,700) $ 26,000
Proceeds from sale of stock 791 810
Dividend payments (2,992) (2,856)
-------- --------
Net cash flows provided by financing activities $ (4,901) $ 23,954
-------- --------
Effect of exchange rates $ 1,637 $ (290)
-------- --------
Net Decrease in Cash & short-term securities $ (2,434) $ (3,143)
======== ========
Cash and Short term securities at beginning of period $ 2,923 $ 8,284
Cash and Short term securities at end of period $ 489 $ 5,141
Supplemental disclosures of cash flow information:
- -------------------------------------------------
Cash paid during the period for:
Interest $ 1,969 $ 339
Income taxes $ 4,663 $ 5,980
</TABLE>
See accompanying notes to condensed consolidated financial statements.
-4-
<PAGE>
WOODHEAD INDUSTRIES, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
July 3, 1999
(Unaudited)
(1) The condensed consolidated balance sheets at July 3, 1999, and October 3,
1998, and the condensed consolidated statements of income and cash flow for
the periods ended July 3, 1999, and June 27, 1998, reflect, in the opinion
of the Company, all adjustments necessary to present fairly the financial
position for such periods. All such adjustments were of a normal recurring
nature. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted pursuant to S.E.C.
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 consolidated financial statements and notes thereto
included in the Company's latest annual report on Form 10-K.
(2) The results of operations for the three-month period ended July 3, 1999 are
not necessarily indicative of the results to be expected for the full year.
(3) The breakdown of raw materials and work-in-process and finished goods
inventories at July 3, 1999, and October 3, 1998, was as follows:
(in thousands)
7/3/99 10/3/98
-------- --------
Raw materials $ 14,721 $ 12,881
Work-in-process and finished goods 12,045 11,600
-------- --------
Inventories before LIFO reserve 26,766 24,481
Less: Reserve to reduce to LIFO (5,140) (5,050)
-------- --------
Inventories, net $ 21,626 $ 19,431
======== ========
(4) Earnings per share are based upon the weighted average number of common
shares outstanding for the basic calculation (11,110,000 and 11,081,000 for
the quarter and nine months ended July 3, 1999, respectively, and
10,608,000 and 10,583,000 for the quarter and nine months ended June 27,
1998, respectively) and the weighted average number of common shares
outstanding plus dilutive common stock options for the diluted calculation
(11,418,000 and 11,389,000 for the quarter and nine months ended July 3,
1999, respectively, and 11,169,000 and 11,182,000 for the quarter and nine
months ended June 27, 1998, respectively).
(5) Authorized stock is 40,000,000 shares consisting of 10,000,000 shares of
preferred stock, par value $.01 per share, and 30,000,000 shares of common
stock, par value $l.00 per share. No shares of preferred stock have been
issued. Common shares outstanding at July 3, 1999 and October 3, 1998 were
11,122,000 and 11,032,000, respectively.
-5-
<PAGE>
(6) Certain amounts in the prior period financial statements have been
reclassified to conform with the current period presentation.
(7) The Company, as a result of its global operating activities, is exposed to
changes in foreign currency exchange rates which may adversely affect its
results of operations and financial condition. In seeking to minimize the
risks and/or costs associated with such activities, the Company manages
exposure to changes in foreign currency exchange rates through its regular
operating activities and, when deemed appropriate, through the use of
derivative financial instruments.
The Company uses financial instruments to selectively hedge and thereby
attempts to reduce its overall exposure to the effects of foreign currency
fluctuations. The company does not use derivative financial instruments for
speculative purposes. The Company uses foreign currency forward and swap
contracts to hedge a portion of the currency risks of transactions
denominated in foreign currencies. Gains and losses on these foreign
currency hedges are generally offset by corresponding losses and gains on
the underlying transactions.
In 1998 the Company entered into a foreign currency swap agreement with an
AA- rated counterparty to hedge a portion of its investment in its Italian
subsidiary. Under the terms of the agreement, the Company will swap 35.52
billion Lire for 20.0 million US$ amortized over the next 8 years. In
addition, the contract provides for the Company to make annual interest
payments of 6.50% on the outstanding Lire balance, while receiving 7.43% on
the outstanding Dollar balance. Due to the fact that this contract is an
effective hedge of an investment in a foreign entity, any gain or loss on
the contract is recorded directly to cumulative translation adjustment in
shareholders' equity.
(8) Effective October 4, 1998, the Company adopted Financial Accounting
Standards Board Statement No. 130 - Comprehensive Income. Comprehensive
income includes all changes in equity during a period except those
resulting from investments by, and distributions to, Share Owners.
Comprehensive income, shown net of tax for the three and six month periods
ending July 3, 1999 and June 27, 1998, was as follows:
<TABLE>
<CAPTION>
(amounts in thousands)
--------------------------------------------------------
Three Months Ended Nine Months Ended
------------------ -----------------
7/3/99 6/27/98 7/3/99 6/27/98
-------- -------- -------- --------
<S> <C> <C> <C> <C>
Net Income $ 2,231 $ 2,820 $ 7,498 $ 8,948
Foreign Currency
Translation Adjustment,
net of tax (323) (137) (1,353) (629)
-------- -------- --------- --------
Comprehensive Income $ 1,908 $ 2,683 $ 6,145 $ 8,319
======== ======== ========= ========
</TABLE>
-6-
<PAGE>
WOODHEAD INDUSTRIES, INC.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
FINANCIAL CONDITION
- -------------------
Working capital increased by $3.8 million for the nine months ended
July 3, 1999 from October 3, 1998 . The current ratio was 2.4 to 1 compared to
2.2 to 1 at the end of the prior fiscal year. Long-term debt decreased to $50.3
million resulting in a debt to total capitalization (debt plus equity) ratio of
39.3%. Return on assets declined to 1.8% from 11.9% and return on equity
declined to 3.3% from 17.9% for the comparable 12 month periods ending July 3,
1999, and June 27, 1998, respectively. The Company's financial position remains
strong and significant borrowing capacity is available should the need arise.
The Company is party to an environmental matter which obligates it to
investigate, remediate or mitigate the effects on the environment of the release
of certain substances at one of the Company's facilities. For additional
information concerning the environmental matter, see "Item 1. Legal
Proceedings".
OPERATING RESULTS
- -----------------
Third quarter net sales rose 15% to $43.2 million from $37.6 million
reported for the same period last year. The sales increase reflects continued
strength in global sales of the industrial communications and connectivity
segment of the company's business, which increased 30%. Especially encouraging
was the receipt of Brad Harrison orders in North America related to major
capital projects. Sales in the Company's electrical safety and specialty segment
increased 4%. Increased sales of balancers, conductor bar products, and fiber
optic and copper cable assemblies were partially offset by declines in lighting
products and wiring devices. The Company's total domestic sales increased 20%
over the same period last year. International sales increased 12%, when compared
in local currencies, and represented 37% of total sales. The backlog of unfilled
orders was $12.2 million compared with $11.5 million at the end of fiscal year
1998, and $12.3 million reported a year ago.
The Company's gross profit as a percent of sales was 43%, the same as
in the third quarter of last year. Consolidated operating expenses as a percent
of sales rose to 3l% from 28% reported last year, primarily due to the addition
of SST. Compared with the third quarter of last year, interest expense increased
due to the debt incurred to make the acquisition of SST. Other expenses
decreased due to the absence of foreign exchange losses and severance costs
incurred last year. EBITDA (earnings before interest, taxes, depreciation and
amortization) increased 14% compared with the same quarter last year.
Net income was $2.2 million, a 21% decrease from the $2.8 million
reported for the same period last year. The decrease in the Company's net income
was primarily due to the dilutive effect of SST which was anticipated at the
time of acquisition. Basic earnings per share were $0.20 compared with $0.27 in
the third quarter of last year. Diluted earnings per share were $0.20 compared
with $0.25 in the third quarter of last year, a 20% decrease.
-7-
<PAGE>
IMPACT OF THE EURO CURRENCY
- ---------------------------
On January 1, 1999, the members of the European Union established fixed
conversion rates between their existing currencies ("legacy currencies"), and
one common currency, the "Euro". As a result, the Euro now trades on currency
exchanges and may be used for business transactions utilizing electronic fund
transfer. Conversion to the Euro has the effect of eliminating exchange rate
risk between member countries, as exchange rates are now permanent. Beginning in
January 2002, new Euro-dominated currency will be issued, and legacy currency
will be removed from circulation during the first six months of that year. The
Company's subsidiaries that are affected by the Euro conversion are modifying
business processes to accommodate the Euro denominated transactions. Certain of
the Company's operations expect to implement additional changes to improve the
processing of Euro denominated transactions. The anticipated future increase in
Euro denominated transactions is not expected to have a material impact on the
Company's business or results of operations, and the Company believes that its
currency risk in participating countries may be reduced as the legacy currencies
are converted to the Euro.
YEAR 2000 COMPLIANCE
- --------------------
The Year 2000 issue relates to computer systems, including hardware,
software, and equipment with embedded chip technology, that will be affected by
the date change in the year 2000. The Company has been assessing and addressing
the impact of the Year 2000 issue on its business over the past two years.
The Company's products are primarily electrical connectors and safety devices,
which are not date-sensitive.
The Company's first phase to achieve Year 2000 readiness included
performing a comprehensive inventory and assessment of all systems, both IT and
non-IT related, which has been completed. The second phase includes the
replacement, remediation, and testing of all systems for compliance, which is
approximately 90% complete. The third phase of the Company's plan involves
determining the compliance status of all relevant third parties, including
significant suppliers, customers, and service providers who are deemed to be
critical to business operations. This phase is essentially 75% complete. The
final phase includes the development of contingency plans to reduce the risk of
business interruption that may result from Year 2000 non-compliance. This may
involve developing emergency backup procedures in instances of system failures,
stockpiling raw and packaging materials, increasing finished goods inventory
levels, and identifying alternate suppliers. This phase has begun and will
continue to be monitored as the Year 2000 approaches. Since the Company is
operated in a decentralized manner, each of its operating locations has been
addressing Year 2000 compliance as indicated by the four-phase plan. The
compliance status at each subsidiary is being monitored by Corporate personnel
on a quarterly basis to ensure that required courses of action are being
executed in a timely fashion. We expect to complete all phases of the plan by
October 1999.
In the event that the Year 2000 issue is not adequately addressed by
the Company, its major service providers, suppliers, or customers on a timely
basis, there can be no assurance that the Company will not experience a material
adverse effect on its operations. Although the Company is not anticipating any
major non-compliance problems, it does believe that the greatest risk associated
with the Year 2000 issue is the readiness of its third parties. Due to the
inherent uncertainty of the Year 2000 issue, the Company has not determined the
most likely worst case scenario, but is continuing to develop contingency plans
to mitigate any possible disruption of operations that may result from
non-compliance.
-8-
<PAGE>
The costs incurred to date approximate $1,400,000, and are estimated to
total $1,500,000 upon completion. These costs are based upon management's best
estimates using numerous assumptions. These costs also have not had and are not
expected to have a material effect on the Company's financial position, assuming
that the Company will not be obligated to incur significant Year 2000 related
costs on behalf of its customers or suppliers. There can be no assurance that
actual costs could not be significantly different from the estimates.
FORWARD LOOKING STATEMENTS
- --------------------------
Certain statements in this Form 10-Q may constitute "forward-looking
statements" within the meaning of the Private Securities Litigation Reform Act
of 1995. Such forward-looking statements involve numerous assumptions, known and
unknown risks, uncertainties and other factors which may cause actual and future
performance or achievements of the Company to be materially different from any
future results, performance or achievements expressed or implied by such
forward-looking statements. Such factors include, but are not limited to:
achieving sales levels to fulfill revenue expectations; the absence of presently
unexpected costs or charges, certain of which may be outside the control of the
Company; general economic and business conditions; the ability to integrate
acquisitions; shifts in market demand for the Company's products and
competition.
-9-
<PAGE>
PART II. OTHER INFORMATION
WOODHEAD INDUSTRIES, INC.
Item 1. Legal Proceedings
The Company is subject to federal and state hazardous substance cleanup
laws that impose liability for the costs of cleaning up contamination resulting
from past spills, disposal or other releases of hazardous substances. In this
regard, the Company has incurred, and expects to incur, assessment, remediation
and related costs at one of the Company's facilities. In 1991, the Company
reported to state regulators a release at that site from an underground storage
tank ("UST"). The UST and certain contaminated soil subsequently were removed
and disposed of at an off-site disposal facility. The Company's independent
environmental consultant has been conducting an investigation of soil and
groundwater at the site with oversight by the state Department of Environmental
Quality ("DEQ"). The investigation indicates that additional soil and
groundwater at the site have been impaired by chlorinated solvents, including
tetrachloroethane and trichloroethylene, and other compounds. Also, the Company
learned that a portion of the site had been used as a disposal area by the
previous owners of the site. The Company's consultant has remediated the soils
in this area but believes that it is a major source of contamination of
groundwater, both on-site and off-site. In addition, the investigation of the
site indicates that the groundwater contaminants have migrated off-site. The
Company has implemented a groundwater remediation system for the on-site
contamination. The Company continues to monitor and analyze conditions to
determine the continued efficacy of this system. The Company also continues to
analyze remedial alternatives for the off-site groundwater contamination and is
reviewing these alternatives with the DEQ. The Company continues to investigate
the extent of other sources of contamination in addition to the removed UST and
the above-referenced disposal area, including possible evidence of past or
current releases by others in the vicinity around the Company's facilities.
The Company's consultant estimated that a minimum of approximately
$2,045,000 of investigation and remediation expenses remain to be incurred, both
on-site and off-site. The Company has filed a complaint in federal district
court seeking contribution from the previous owners of the site for the cost of
the investigation and remediation of the site. Also, the Company is evaluating
similar claims against various insurers. The consultant's cost estimate was
based on a review of currently available data and assumptions concerning the
extent of contamination, geological conditions, and the costs and effectiveness
of certain treatment technologies. The cost estimate continues to be subject to
substantial uncertainty because of the extent of the contamination area, the
variety and nature of geological conditions throughout the contamination area,
changes in remediation technology, and ongoing DEQ feedback. The Company is
continuing to monitor the conditions at the site and will adjust its reserve if
necessary. The Company may incur significant additional assessment, remediation
and related costs at the site, and such costs could materially and adversely
affect the Company's consolidated net income for the period in which such costs
are incurred. At this time, the Company, however, cannot estimate the time or
potential magnitude of such costs, if any.
-10-
<PAGE>
PART II. OTHER INFORMATION
WOODHEAD INDUSTRIES, INC.
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
(11) Computation of earnings per share
(27) Financial data schedule (Electronic filings only)
(b) Reports on Form 8-K
There were no reports on Form 8-K filed during the quarter ended
July 3, 1999.
-11-
<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.
WOODHEAD INDUSTRIES, INC.
/s/ Robert G. Jennings 8/16/99
------------------------- -------
Robert G. Jennings Date
Vice President - Finance
(Chief Financial Officer)
/s/ Joseph P. Nogal 8/16/99
------------------------- -------
Joseph P. Nogal Date
Vice President, Treasurer/Controller
(Chief Accounting Officer)
-12-
<TABLE>
<CAPTION>
EXHIBIT 11
WOODHEAD INDUSTRIES, INC.
COMPUTATION OF EARNINGS PER SHARE
(Amounts in thousands, except per share data - unaudited)
Three Months Ended Three Months Ended
7/3/99 6/27/98
---------------------------- ------------------------------
Basic Diluted Basic Diluted
----- ------- ----- -------
<S> <C> <C> <C> <C>
Net Income $ 2,231 $ 2,231 $ 2,820 $ 2,820
======= ======= ======= =======
Weighted average
common shares 11,110 11,110 10,608 10,608
Dilutive common
stock options - 308 - 561
------- ------- ------- -------
Weighted average
common shares plus
dilutive common stock
options 11,110 11,418 10,608 11,169
======= ======= ======= =======
Earnings per share $ 0.20 $ 0.20 $ 0.27 $ 0.25
======= ======= ======= =======
Nine Months Ended Nine Months Ended
7/3/99 6/27/98
---------------------------- ------------------------------
Basic Diluted Basic Diluted
----- ------- ----- -------
Net Income $ 7,498 $ 7,498 $ 8,948 $ 8,948
======= ======= ======= =======
Weighted average
common shares 11,081 11,081 10,583 10,583
Dilutive common
stock options - 308 - 599
------- ------- -------- -------
Weighted average
common shares plus
dilutive common stock
options 11,081 11,389 10,583 11,182
======= ======= ======= =======
Earnings per share $ 0.68 $ 0.66 $ 0.85 $ 0.80
======= ======= ======= =======
</TABLE>
-13-
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM
THE CONSOLIDATED BALANCE SHEETS AND CONSOLIDATED STATEMENTS OF INCOME
FOUND ON PAGES 2 AND 3 OF THE COMPANY'S FORM 10Q FOR THE YEAR TO DATE AND
IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> OCT-02-1999
<PERIOD-END> JUL-03-1999
<EXCHANGE-RATE> 1
<CASH> 489
<SECURITIES> 0
<RECEIVABLES> 29,955
<ALLOWANCES> 0
<INVENTORY> 21,626
<CURRENT-ASSETS> 59,896
<PP&E> 119,282
<DEPRECIATION> 54,555
<TOTAL-ASSETS> 154,606
<CURRENT-LIABILITIES> 24,783
<BONDS> 0
0
0
<COMMON> 11,122
<OTHER-SE> 66,644
<TOTAL-LIABILITY-AND-EQUITY> 154,606
<SALES> 126,494
<TOTAL-REVENUES> 126,494
<CGS> 71,977
<TOTAL-COSTS> 71,977
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 2,589
<INCOME-PRETAX> 13,276
<INCOME-TAX> 5,778
<INCOME-CONTINUING> 7,498
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,498
<EPS-BASIC> .68
<EPS-DILUTED> .66
</TABLE>
