<PAGE>
<PAGE>
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
[X] Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange
Act of 1934
For the quarterly period ended March 31, 1999
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 No. 1-7200
Wynn's International, Inc.
(Exact name of Registrant as specified in its charter)
Delaware 95-2854312
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
500 North State College Blvd., Ste. 700, Orange, CA 92868
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (714) 938-3700
_______________________________________________________________________________
Former name, former address & former fiscal year, if changed since last report.
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 [ ]
At May 3, 1999, Registrant had 18,724,012 shares of common stock outstanding.
<PAGE>
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WYNN'S INTERNATIONAL, INC.
I N D E X
---------
<TABLE>
<CAPTION>
Page No.
--------
<S> <C>
Part I - Financial Information
Item 1 - Financial Statements:
Consolidated Condensed Balance Sheets -
March 31, 1999 (unaudited) and
December 31, 1998 2
Unaudited Consolidated Condensed Statements
of Income - Three Months Ended March 31,
1999 and 1998 3
Unaudited Consolidated Condensed Statements
of Cash Flows - Three Months Ended March 31,
1999 and 1998 4
Notes to Unaudited Consolidated Condensed
Financial Statements 5-6
Item 2 - Management's Discussion and Analysis of
Financial Condition and Results of Operations 7-10
Part II - Other Information
Item 1 - Legal Proceedings 11
Item 4 - Submission of Matters to a Vote of
Security Holders 12
Item 6 - Exhibits and Reports on Form 8-K 13
Signatures 14
</TABLE>
<PAGE>
<PAGE>
WYNN'S INTERNATIONAL, INC.
CONSOLIDATED CONDENSED BALANCE SHEETS
(Dollars in Thousands, Except Per Share Amounts)
<TABLE>
<CAPTION>
March 31
1999 December 31
(unaudited) 1998
----------- -----------
ASSETS
<S> <C> <C>
Current assets:
Cash and cash equivalents $ 46,174 $ 46,511
Accounts receivable, less $934 allowance for
doubtful accounts ($904 at December 31, 1998) 66,290 64,880
Inventories:
Finished goods 21,933 21,922
Raw materials and work in process 10,977 12,425
-------- --------
32,910 34,347
Prepaid expenses and other current assets
(including deferred tax assets of $12,472 at
March 31, 1999 and $12,162 at December 31,
1998) 20,493 18,144
-------- --------
Total current assets 165,867 163,882
Property, plant and equipment, at cost less
accumulated depreciation and amortization 52,110 50,197
Other assets 11,631 11,517
-------- --------
$229,608 $225,596
======== ========
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY
<S> <C> <C>
Current liabilities:
Accounts payable $ 21,665 $ 23,360
Taxes based on income 3,434 100
Accrued liabilities 44,872 42,965
-------- --------
Total current liabilities 69,971 66,425
Deferred taxes based on income 7,203 7,607
Other liabilities 10,804 10,714
Commitments and contingencies
Stockholders' equity:
Preferred stock, $1 par value;
500,000 shares authorized, none issued - -
Common stock, $0.01 par value;
40,000,000 shares authorized, 21,898,335
shares issued 219 219
Capital in excess of par value 21,766 24,286
Retained earnings 166,306 160,170
Accumulated other comprehensive income (6,386) (5,100)
Unearned compensation (50) (56)
Common stock held in treasury 3,093,711 shares,
at cost (3,095,809 at December 31, 1998) (40,225) (38,669)
-------- --------
Total stockholders' equity 141,630 140,850
-------- --------
$229,608 $225,596
======== ========
</TABLE>
See accompanying notes
2
<PAGE>
<PAGE>
WYNN'S INTERNATIONAL, INC.
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(Dollars in Thousands, Except Per Share Amounts)
<TABLE>
<CAPTION>
Three Months Ended
March 31
---------------------
1999 1998
-------- --------
<S> <C> <C>
Revenues:
Net sales $ 88,538 $ 85,809
Interest income 551 589
-------- --------
89,089 86,398
-------- --------
Costs and expenses:
Cost of sales 53,478 52,126
Selling, general & administrative 23,946 22,275
Interest expense 19 63
-------- --------
77,443 74,464
-------- --------
Income before taxes based on income 11,646 11,934
Provision for taxes based on income 4,193 4,440
-------- --------
Net income $ 7,453 $ 7,494
======== ========
Earnings per share of common stock:
Basic $.40 $.39
======== ========
Diluted $.39 $.38
======== ========
Cash dividend per common share $.07 $.06
======== ========
</TABLE>
See accompanying notes
3
<PAGE>
<PAGE>
WYNN'S INTERNATIONAL, INC.
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(Dollars in Thousands)
<TABLE>
<CAPTION>
Three Months Ended
March 31
-----------------------
1999 1998
-------- --------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 7,453 $ 7,494
Adjustments:
Depreciation and amortization 2,146 2,084
Provision for uncollectible accounts 85 64
Amortization of stock compensation 12 9
Gain on sale of property, plant & equipment (8) -
Benefit for deferred income taxes (623) (1,172)
Change in operating assets and liabilities:
Accounts receivable (net) (1,495) (5,560)
Inventories 1,437 (1,789)
Prepaid expenses and other current assets (2,039) (63)
Other assets (228) (190)
Accounts payable (1,695) 2,063
Product warranty program reserves 3,436 258
Taxes based on income 3,298 4,183
Accrued liabilities (400) (1,347)
Other liabilities 90 266
-------- --------
Net cash provided by operating activities 11,469 6,300
-------- --------
Cash flows from investing activities:
Additions to property, plant and equipment (4,121) (2,299)
Other - net 36 19
-------- --------
Net cash used in investing activities (4,085) (2,280)
-------- --------
Cash flows from financing activities:
Dividends paid (2,446) (2,188)
Proceeds from exercise of stock options 2,006 763
Purchase of treasury stock (6,052) (22)
-------- --------
Net cash used in financing activities (6,492) (1,447)
-------- --------
Effect of exchange rate changes (1,229) (222)
-------- --------
Net increase (decrease) in cash and cash
equivalents (337) 2,351
-------- --------
Cash and cash equivalents at beginning of year 46,511 43,266
-------- --------
Cash and cash equivalents at March 31 $ 46,174 $ 45,617
======== ========
</TABLE>
See accompanying notes
4
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<PAGE>
WYNN'S INTERNATIONAL, INC.
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
MARCH 31, 1999 AND 1998
1) The accompanying unaudited consolidated condensed financial statements
include all adjustments which in the opinion of management are necessary
for a fair presentation of the information for the interim period herein
reported. These unaudited consolidated condensed financial statements
should be read in conjunction with the consolidated financial statements
included in the 1998 Annual Report to Stockholders.
2) The results of operations for the three months ended March 31, 1999 are
not necessarily indicative of results of operations for the year ending
December 31, 1999. Accounting measurements at interim dates inherently
involve greater imprecision than at year-end, which is due, in part, to
increased reliance on the use of estimates at interim dates.
3) Cash payments for interest and income taxes are as follows:
<TABLE>
<CAPTION>
Three Months
Ended March 31
------------------------
1999 1998
---------- ----------
<S> <C> <C>
Interest $ 9,000 $ 22,000
Income taxes 1,518,000 1,429,000
</TABLE>
4) The computation of basic and diluted earnings per share of common stock
for the three months ended March 31, 1999 and 1998 is as follows:
<TABLE>
<CAPTION>
Three Months
Ended March 31
-------------------------
1999 1998
----------- -----------
<S> <C> <C>
Net income $7,453,000 $7,494,000
========== ==========
Weighted average number of shares
outstanding 18,804,845 19,289,183
========== ==========
Basic earnings per common share $.40 $.39
========== ==========
Weighted average number of shares
outstanding including dilutive
effect of stock options and
pending performance shares 19,245,077 19,935,286
========== ==========
Diluted earnings per common share $.39 $.38
========== ==========
</TABLE>
The dilutive effect of stock options consists of net shares assumed
issued using the treasury stock method for stock options outstanding
during each period based on average market price (433,530 and 638,372
for the three months
5
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<PAGE>
WYNN'S INTERNATIONAL, INC.
NOTES TO UNAUDITED CONSOLIDATED CONDENSED FINANCIAL STATEMENTS (CONTINUED)
MARCH 31, 1999 AND 1998
4) ended March 31, 1999 and 1998, respectively). The dilutive effect of
pending performance shares consists of net shares assumed issued for
performance shares pending issuance based on satisfaction of vesting
requirements (6,702 and 7,731 for the three months ended March 31,
1999 and 1998, respectively).
5) Accumulated other comprehensive income on the Company's Consolidated
Condensed Balance Sheets consists of cumulative equity adjustments from
foreign currency translation. During the three months ended March 31,
1999 and 1998, total comprehensive income was $6,167,000 and $7,269,000,
respectively. The reported amounts for total comprehensive income differ
from net income due to foreign currency translation adjustments. The tax
effect related to foreign currency translation adjustments is immaterial
and has not been recognized as part of Comprehensive Income or in
Accumulated Other Comprehensive Income.
6) Segment information for the three months ended March 31, 1999 and 1998 is
as follows:
<TABLE>
<CAPTION>
Net Sales Pretax Profit (Loss)
------------------- --------------------
(In thousands) 1999 1998 1999 1998
-------------- -------- -------- -------- ---------
<S> <C> <C> <C> <C>
Automotive and Industrial
Components $47,235 $47,044 $ 8,885 $ 8,463
Specialty Chemicals 41,303 38,765 4,156 4,844
Corporate and Other - - (1,395) (1,373)
------- ------- ------- -------
Consolidated Totals $88,538 $85,809 $11,646 $11,934
======= ======= ======= =======
</TABLE>
6
<PAGE>
<PAGE>
WYNN'S INTERNATIONAL, INC.
ITEM 2 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
- ---------------------
Comparison of the three months ended March 31, 1999 and 1998
- ------------------------------------------------------------
Net sales for the first quarter of 1999 were $88.5 million, a 3% increase
compared to sales of $85.8 million in the first quarter of 1998. Sales of
the Automotive and Industrial Components Division, which is comprised of
Wynn's-Precision, Inc. (Precision), a Lebanon, Tennessee-based supplier of
O-rings, seals and molded rubber products, and Robert Skeels & Company
(Skeels), a small regional wholesale distributor of builders hardware products,
increased slightly in the first quarter of 1999 compared to the first
quarter of 1998, primarily reflecting a small increase in sales volume at
Precision. Precision's sales increased at its Virginia, Canadian and
Kentucky-based divisions, but declined at its Tennessee operation. The
increase in sales at Precision's Virginia operation was due to continued
growth of its expanded composite gasket product line. The decrease in
sales at Precision's Tennessee operation, which manufactures and sells
primarily O-rings, was due mainly to lower sales to industrial markets,
partially offset by higher sales to the automotive market. Sales at Skeels
decreased in the first quarter of 1999 compared to the same quarter in 1998.
Sales at the Specialty Chemicals Division, principally car care products,
increased 7% in the first quarter of 1999 compared to the same quarter in
1998. Sales in the U.S. increased 11% compared to the prior year primarily
due to higher sales of vehicle service contract programs, equipment for
professional repair facilities and higher export sales to Asian
distributors, partially offset by lower sales of product warranty programs.
Foreign subsidiary sales increased 3% in the first quarter compared to the
prior year. The increase in foreign subsidiary sales was due principally
to increased sales in France, Australia, Canada and the U.K.
The consolidated cost of sales in the first quarter of 1999 decreased to
60.4% of sales compared to 60.7% in the first quarter of 1998 due to an
improved gross margin percentage at Precision. During the first quarter of
1999, the gross margin percentage increased at Precision due to the higher
sales from the composite gasket product line. The Specialty Chemicals
Division's gross margin percentage decreased in the first quarter of 1999
compared to the same period last year due to a change in sales mix,
primarily in foreign subsidiary sales, and reductions in the gross margins
from sales of product warranty programs and vehicle service contracts.
Selling, general and administrative (SG&A) expenses in the first quarter of
1999 were $23.9 million (27.0% of sales) compared to $22.3 million (26.0% of
sales) for the first quarter of 1998. The increase in SG&A expenses was
primarily due to higher selling costs associated with vehicle service contract
programs at the Specialty Chemicals Division. As a percentage of sales, SG&A
expenses also increased at the Specialty Chemicals Division, primarily due
to a change in sales mix. SG&A expenses increased slightly at Precision in
absolute dollars and as a percentage of sales. Corporate operating
expenses decreased in the first quarter of 1999 compared to the first
quarter of 1998.
7
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<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (Continued)
- -------------------------------------------------
Income before taxes based on income decreased 2% to $11.6 million in 1999
from $11.9 million in the first quarter of 1998, due to a decline in pretax
profit at the Specialty Chemicals Division. Pretax profit at the Specialty
Chemicals Division decreased 14% in the first quarter of 1999 compared to
the same period last year due primarily to weak results in the U.S. and
Asia/Pacific region. Changes implemented in the first quarter of 1999 are
expected to yield improved profits in those areas. Partially offsetting
the first quarter decline in the Specialty Chemicals Division's pretax
profit was a 5% increase in pretax profit at Precision compared to the
first quarter of 1998. This increase was due primarily to the increase in
sales of composite gaskets, growth in U.S. automotive production rates and
Precision's constant drive to improve operating efficiencies.
The effective tax rate in the first quarter of 1999 was 36.0%, down from
the 37.2% tax rate in the first quarter of 1998, but the same as the 1998
full year tax rate of 36.0%.
Net income of $7,453,000 in the first quarter of 1999 was approximately
the same as net income of $7,494,000 in the first quarter of 1998. Basic
income per share in the first quarter of 1999 increased 3% to $.40 from
$.39 in 1998 due to the fewer average number of shares outstanding. The
number of shares used in the calculation of basic earnings per share
decreased 3% in the first quarter of 1999 compared to the same period in
1998, primarily due to repurchases of the Company's outstanding stock
during the last three quarters of 1998 and the first quarter of 1999
pursuant to the Company's share repurchase programs. Diluted earnings per
share also increased 3% in the first quarter of 1999 compared to 1998 for
the same reason as the increase in basic earnings per share. The number of
shares used in the calculation of diluted earnings per share decreased due
to the share repurchases and the lower number of outstanding stock options
required to be included in the diluted shares calculation.
FINANCIAL CONDITION
- -------------------
Working capital at the end of the first quarter was $95.9 million compared
to $97.5 million at December 31, 1998. The current ratio at the end of the
first quarter was 2.37 to 1 compared to 2.47 to 1 at December 31, 1998.
The Company has adequate cash and cash equivalents and lines of credit to
meet foreseeable working capital requirements.
Cash and cash equivalents were $46.2 million at March 31, 1999 compared to
$46.5 million at December 31, 1998. The small decrease in cash and cash
equivalents was primarily due to $6.1 million used for repurchases of the
Company's common stock and cash used for normal investing and financing
activities, offset by cash provided by operating activities.
Accounts receivable increased $1.4 million to $66.3 million at March 31,
1999 from $64.9 million at December 31, 1998. This increase was primarily
due to the higher sales at Precision in the most recent quarter compared to
the fourth quarter of 1998, partially offset by a decline in accounts
receivable at the Specialty Chemicals Division. Inventories decreased $1.4
million to $32.9 million at the end
8
<PAGE>
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (Continued)
- -------------------------------------------------
of the first quarter of this year compared to $34.3 million at December
31, 1998. Inventories decreased at Precision due principally to lower raw
material and work in process inventories and remained approximately the
same at the Specialty Chemicals Division.
During the three months ended March 31, 1999, the Company purchased $4.1
million of new property, plant and equipment, primarily for the Automotive
and Industrial Components Division. As previously reported, the Company
anticipates that total capital expenditures in 1999 will be approximately
$16 million, which will be funded from current operations.
Stockholders' equity at March 31, 1999 was $141.6 million or $7.53 per
share compared to $140.9 million or $7.49 per share at December 31, 1998.
The increase of $.8 million is attributable to net income of $7.5 million
and $2.0 million from the exercise of stock options, including the related
tax effect, reduced by $1.3 million of dividends declared, $6.1 million of
repurchases of the Company's common stock and a $1.3 million decrease in
the accumulated other comprehensive income account.
YEAR 2000 MATTERS
- -----------------
The Company recognizes the need to ensure its operations will not be
adversely impacted by Year 2000 software failures. In 1996, the Company
began the necessary change-over of computer systems at its major locations,
and now believes the changes to be substantially completed. Certain
smaller foreign locations are also presently working toward timely
implementation of necessary changes. The costs incurred thus far, and
expected to be incurred in the future, are not significant. The Company is
also working with customers and vendors to determine their ability to make
the necessary conversions. Management presently expects that the necessary
corrections will be completed before the Year 2000 with no significant
effect on vendors, customers or disruption to business operations. See
Forward-Looking Statements.
The Company currently has no contingency plans in place in the event
certain necessary corrections are not fully completed by the Company or its
customers and vendors before the Year 2000. The Company plans to evaluate
the need for contingency plans based on future information received from
its major business units, customers and vendors.
EURO CURRENCY CONVERSION
- ------------------------
The Euro currency ("Euro") was introduced on January 1, 1999, and the 11
participating European Monetary Union member countries established
irrevocable fixed conversion rates between their local currencies and the
Euro. However, the local currencies in those countries will continue to be
used as legal tender through January 1, 2002. Thereafter, the local
currencies will be canceled and Euro bills and coins will be used for cash
transactions in the participating countries. From January 1, 1999 to
December 31, 2001, companies will be allowed to transact noncash
transactions in either Euro or the local currency.
The Company and certain of its European subsidiaries are currently
evaluating the Euro conversion and the potential impact on their
operations. At the present time,
9
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<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS (Continued)
- -------------------------------------------------
the Company believes the necessary changes and costs incurred thus far,
and expected to be incurred in the future, are not significant. See
Forward-Looking Statements.
FORWARD-LOOKING STATEMENTS
- --------------------------
The preceding financial statements and Management's Discussion and
Analysis contain various "forward-looking statements" representing the
Company's expectations or beliefs concerning future events. The statements
include the following: Precision's ability to improve operating
efficiencies; the success of changes implemented by the Specialty Chemicals
Division in the first quarter of 1999 to yield improved profits in the U.S.
and Asia/Pacific areas; the sufficiency of working capital; the anticipated
level of capital expenditures; and the lack of impact of the Year 2000 problem
on the Company's vendors, customers or its business operations and Euro
currency conversion on the Company's business operations.
The Company cautions that these statements are further qualified by
important factors that could cause actual results to differ materially from
those in the forward-looking statements, including the following: sales of
new and used cars in the U.S.; automotive and off-road construction vehicle
production rates in North America; currency exchange rates relative to the
U.S. dollar; short-term domestic and international interest rates; the
impact of competitive products and pricing; attempts by state governments
to regulate the product warranty program; termination of one or more of the
product warranty division's alliances with automobile finance companies or
a significant slowdown in the business of these companies; regulatory or
technical developments or subsequently developed information resulting in
an increase in the Company's estimated liability for environmental matters
and related litigation; the ability of the Company and its vendors and
customers to successfully resolve any Year 2000 and Euro currency
conversion issues in their respective businesses; and general economic
conditions, especially in North America, Western Europe and Asia/Pacific
area.
The Company's actual results thus may differ materially from the expected
results expressed or implied by the forward-looking statements.
10
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<PAGE>
WYNN'S INTERNATIONAL, INC.
PART II - OTHER INFORMATION
Item 1 - Legal Proceedings
Various claims and actions, considered normal to Registrant's business, have
been asserted and are pending against Registrant and its subsidiaries.
Registrant believes that such claims and actions should not have any material
adverse effect upon the consolidated results of operations, cash flows or the
financial position of Registrant based on information presently known to
Registrant. See also Item 1 - "Environmental Matters" and Item 3 - "Legal
Proceedings" in the Registrant's Report on Form 10-K for the year ended
December 31, 1998.
11
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WYNN'S INTERNATIONAL, INC.
PART II - OTHER INFORMATION
Item 4 - Submission of Matters to a Vote of Security Holders
The Company held its Annual Meeting of Stockholders on April 28, 1999. At such
meeting, the stockholders approved the following matters:
1. The election of two directors for three-year terms ending in 2002;
2. The approval of Ernst & Young LLP as independent auditors of the
Company for the fiscal year ending December 31, 1999; and
3. The approval of the Wynn's International, Inc. 1999 Stock Awards Plan.
The number of votes cast for or withheld and the number of abstentions as to
each matter voted upon at the meeting are as follows:
<TABLE>
<CAPTION>
Item For Withheld
---- --- --------
<S> <C> <C>
Election of Directors:
Barton Beek 12,029,560 3,528,440
James Carroll 12,032,221 3,525,779
<CAPTION>
Item For Against Abstained
---- --- ------- ---------
<S> <C> <C> <C>
Appointment of Ernst
& Young LLP 14,360,940 1,191,197 5,863
1999 Stock Awards Plan 10,468,262 2,683,294 2,406,444
</TABLE>
The terms of office of the following directors continued after the meeting:
Bryan L. Herrmann, Robert H. Hood, Jr., Richard L. Nelson, Donald C. Trauscht
and James D. Woods.
12
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<PAGE>
WYNN'S INTERNATIONAL, INC.
PART II - OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits
4.1 - Second Amended Rights Agreement, dated October 22, 1998
(incorporated by reference to Exhibit 2.1 to the Registrant's
Registration Statement on Form 8-A/A dated November 5, 1998).
27 - Financial data schedule.
(b) Registrant has not filed any reports on Form 8-K during the quarter for
which this report is filed.
13
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<PAGE>
WYNN'S INTERNATIONAL, INC.
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.
WYNN'S INTERNATIONAL, INC.
--------------------------------------------
(Registrant)
Date May 10, 1999 /s/ James Carroll
------------------------ --------------------------------------------
James Carroll
Chairman and Chief Executive Officer
Date May 10, 1999 /s/ Seymour A. Schlosser
------------------------ --------------------------------------------
Seymour A. Schlosser
Vice President-Finance
(Principal Financial and Accounting Officer)
14
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<PAGE>
WYNN'S INTERNATIONAL, INC.
INDEX TO EXHIBITS
Exhibit
Number Description
- ------- -----------
27 Financial Data Schedule (included with EDGAR version
only)
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM FINANCIAL
STATEMENTS CONTAINED IN FORM 10-Q FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1999
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-31-1999
<PERIOD-END> MAR-31-1999
<CASH> 46,174
<SECURITIES> 0
<RECEIVABLES> 67,224
<ALLOWANCES> 934
<INVENTORY> 32,910
<CURRENT-ASSETS> 165,867
<PP&E> 52,110<F1>
<DEPRECIATION> 0
<TOTAL-ASSETS> 229,608
<CURRENT-LIABILITIES> 69,971
<BONDS> 0
0
0
<COMMON> 219
<OTHER-SE> 141,411
<TOTAL-LIABILITY-AND-EQUITY> 229,608
<SALES> 88,538
<TOTAL-REVENUES> 89,089
<CGS> 53,478
<TOTAL-COSTS> 53,478
<OTHER-EXPENSES> 23,861
<LOSS-PROVISION> 85
<INTEREST-EXPENSE> 19
<INCOME-PRETAX> 11,646
<INCOME-TAX> 4,193
<INCOME-CONTINUING> 7,453
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 7,453
<EPS-PRIMARY> .40
<EPS-DILUTED> .39
<FN>
<F1>PROPERTY, PLANT AND EQUIPMENT, AT COST LESS ACCUMULATED DEPRECIATION AND
AMORTIZATION
</FN>
</TABLE>
