<PAGE>
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 September 30, 1994.
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 1-7928
BIO-RAD LABORATORIES, INC.
(Exact name of registrant as specified in its charter)
A Delaware Corporation 94-1381833
(State or other jurisdiction (I.R.S. Employer
of incorporation) Identification No.)
1000 Alfred Nobel Drive, Hercules, California 94547
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (510) 724-7000
Indicate by check 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 month (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--
<TABLE>
<CAPTION>
Shares Outstanding
Title of each Class at October 31, 1994
<S> <C>
Class A Common Stock,
Par Value $1.00 per share 6,293,822
Class B Common Stock,
Par Value $1.00 per share 1,809,613
</TABLE>
<PAGE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
BIO-RAD LABORATORIES, INC.
Condensed Consolidated Statements of Income
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1994 1993 1994 1993
<S> <C> <C> <C> <C>
NET SALES . . . . . . . . . . . . . . . . . . $ 83,834 $ 78,916 $258,618 $241,268
Cost of goods sold . . . . . . . . . . . . . 36,233 37,123 112,247 108,681
GROSS PROFIT . . . . . . . . . . . . . . . . 47,601 41,793 146,371 132,587
Selling, general and administrative expense . 32,975 31,416 96,875 97,112
Product research and development expense . . 7,296 8,574 21,896 25,930
INCOME FROM OPERATIONS . . . . . . . . . . . 7,330 1,803 27,600 9,545
Interest expense . . . . . . . . . . . . . . (1,506) (2,124) (4,852) (6,458)
Investment income, net. . . . . . . . . . . . (2) 491 523 4,093
Other, net . . . . . . . . . . . . . . . . . (813) (12) (5,733) (1,235)
INCOME BEFORE TAXES . . . . . . . . . . . . . 5,009 158 17,538 5,945
Provision for income taxes . . . . . . . . . 1,126 63 6,138 2,378
NET INCOME . . . . . . . . . . . . . . . . . $ 3,883 $ 95 $ 11,400 $ 3,567
======== ======== ======== ========
Earnings per share . . . . . . . . . . . . . $0.48 $0.01 $1.41 $0.45
======== ======== ======== ========
Weighted average common shares . . . . . . . 8,086 8,009 8,066 7,982
======== ======== ======== ========
</TABLE>
The accompanying notes are an integral part of these unaudited statements.
1
<PAGE>
BIO-RAD LABORATORIES, INC.
Condensed Consolidated Balance Sheets
(In thousands, except share data)
<TABLE>
<CAPTION>
September 30, December 31,
1994 1993
<S> <C> <C>
ASSETS:
Cash and cash equivalents . . . . . . . . . . . . . . $ 3,857 $ 3,112
Accounts receivable . . . . . . . . . . . . . . . . . 81,411 75,768
Inventories . . . . . . . . . . . . . . . . . . . . . 74,376 72,114
Prepaid expenses, taxes and other current assets. . . 18,227 18,283
Total current assets . . . . . . . . . . . . . . . 177,871 169,277
Net property, plant and equipment . . . . . . . . . . 76,228 80,901
Marketable securities . . . . . . . . . . . . . . . . 4,709 4,111
Other assets . . . . . . . . . . . . . . . . . . . . 5,056 5,601
Total assets . . . . . . . . . . . . . . . . . . $ 263,864 $ 259,890
LIABILITIES AND STOCKHOLDERS' EQUITY:
Notes payable and current maturities of long-term debt $ 24,147 $ 30,769
Accounts payable . . . . . . . . . . . . . . . . . . 15,717 14,691
Accrued payroll and employee benefits . . . . . . . . 20,401 14,777
Sales, income and other taxes payable . . . . . . . . 8,675 6,369
Other current liabilities . . . . . . . . . . . . . . 23,836 20,758
Total current liabilities . . . . . . . . . . . . 92,776 87,364
Long-term debt, net of current maturities . . . . . . 31,730 47,834
Deferred tax liabilities . . . . . . . . . . . . . . 13,717 14,382
Total liabilities . . . . . . . . . . . . . . . . 138,223 149,580
STOCKHOLDERS' EQUITY:
Preferred stock, $1.00 par value, 2,300,000 shares
authorized; none outstanding . . . . . . . . . . . -- --
Class A common stock, $1.00 par value, 15,000,000 shares
authorized; outstanding - 6,281,419 at September 30, 1994
and 6,188,581 at December 31, 1993 . . . . . . . 6,281 6,189
Class B common stock, $1.00 par value, 6,000,000 shares
authorized; outstanding - 1,809,613 at September 30, 1994
and 1,842,229 at December 31, 1993. . . . . . . . 1,810 1,842
Additional paid-in capital . . . . . . . . . . . . . . 18,703 18,179
Retained earnings . . . . . . . . . . . . . . . . . . 95,503 84,103
Currency translation . . . . . . . . . . . . . . . . 2,883 (3)
Net unrealized holding gain on available-for-sale securities 461 --
Total stockholders' equity . . . . . . . . . . . . 125,641 110,310
Total liabilities and stockholders' equity . . $ 263,864 $ 259,890
========= =========
</TABLE>
The accompanying notes are an integral part of these unaudited statements.
2
<PAGE>
BIO-RAD LABORATORIES, INC.
Condensed Consolidated Statements of Cash Flows
(In thousands)
<TABLE>
<CAPTION>
Nine Months Ended
September 30,
1994 1993
<S> <C> <C>
Cash flows from operating activities:
Cash received from customers . . . . . . . . . . . . $259,893 $238,531
Cash paid to suppliers and employees . . . . . . . . (214,378) (227,101)
Interest paid. . . . . . . . . . . . . . . . . . . . (5,116) (6,853)
Income tax payments . . . . . . . . . . . . . . . . (2,875) (3,231)
Miscellaneous receipts (payments). . . . . . . . . . (722) 520
Net cash provided by operating activities. . . . . . 36,802 1,866
Cash flows from investing activities:
Capital expenditures, net. . . . . . . . . . . . . . (6,227) (11,448)
Marketable securities investment activity, net . . . 177 4,605
Foreign currency hedges, net . . . . . . . . . . . . (2,933) 350
Net cash used in investing activities. . . . . . . . (8,983) (6,493)
Cash flows from financing activities:
Net borrowings under line-of-credit arrangements. . (8,502) 3,140
Additions to long-term debt . . . . . . . . . . . . 38,000 58,800
Payments on long-term debt. . . . . . . . . . . . . (55,086) (58,787)
Proceeds from issuance of common stock. . . . . . . 584 619
Net cash provided by (used in) financing activities (25,004) 3,772
Effect of exchange rate changes on cash . . . . . . . . . (2,070) 794
Net increase (decrease) in cash and cash equivalents . . 745 (61)
Cash and cash equivalents at beginning of period. . . . . 3,112 2,686
Cash and cash equivalents at end of period. . . . . . . . $ 3,857 $ 2,625
======== ========
Reconciliation of net income to net cash provided
by operating activities:
Net income . . . . . . . . . . . . . . . . . . . . . . $ 11,400 $ 3,567
Adjustments to reconcile net income to net cash
provided by operating activities:
Depreciation and amortization. . . . . . . . . . . 12,388 12,267
Gains on disposition of marketable securities. . . (322) (3,943)
Foreign currency hedges, net . . . . . . . . . . . 3,409 761
Increase in accounts receivable . . . . . . . . . (706) (1,725)
(Increase) decrease in inventories . . . . . . . . 863 (1,159)
Decrease in other current assets . . . . . . . . . 372 188
Increase (decrease) in accounts payable and other
current liabilities. . . . . . . . . . . . . . . 6,430 (7,147)
Increase (decrease) in income taxes payable. . . . 2,943 (1,112)
Other. . . . . . . . . . . . . . . . . . . . . . . 25 169
Net cash provided by operating activities . . . . . . . . $ 36,802 $ 1,866
======== ========
</TABLE>
The accompanying notes are an integral part of these unaudited statements.
3
<PAGE>
BIO-RAD LABORATORIES, INC.
Notes to Condensed Consolidated Financial Statements
1. BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial
statements of Bio-Rad Laboratories, Inc. ("Bio-Rad" or the
"Company"), reflect all adjustments which are, in the opinion of
management, necessary to a fair statement of the results of the
interim periods presented. All such adjustments are of a normal
recurring nature. The condensed consolidated financial
statements should be read in conjunction with the notes to the
consolidated financial statements contained in the Company's
Annual Report for the year ended December 31, 1993 (the Company's
1993 Annual Report). Certain amounts in the financial statements
of the prior year have been reclassified to be consistent with
the 1994 presentation.
2. INVENTORIES
<TABLE>
The principal components of inventories are as follows:
<CAPTION>
September 30, December 31,
1994 1993
(in thousands)
<S> <C> <C>
Raw materials $ 23,563 $ 22,827
Work in process 18,961 18,607
Finished goods 31,852 30,680
$ 74,376 $ 72,114
======== ========
</TABLE>
3. PROPERTY, PLANT AND EQUIPMENT
<TABLE>
The principal components of property, plant and equipment are as
follows:
<CAPTION>
September 30, December 31,
1994 1993
(in thousands)
<S> <C> <C>
Land and improvements $ 8,057 $ 8,057
Buildings and leasehold improvements 50,494 50,599
Equipment 90,793 84,410
149,344 143,066
Less accumulated depreciation 73,116 62,165
Net property, plant and equipment $ 76,228 $ 80,901
======== ========
</TABLE>
4
<PAGE>
4. MARKETABLE SECURITIES
Bio-Rad adopted Statement of Financial Accounting Standards
No. 115, "Accounting for Certain Investments in Debt and
Equity Securities" (SFAS 115), effective January 1, 1994.
The Company's portfolio of marketable securities at
September 30, 1994 is classified as available-for-sale
securities and is comprised principally of equity securities
with an aggregate market value of $4,254,000 and cost of
$3,788,000. The remaining securities are U.S. Treasury debt
securities with a market value of $455,000 and cost of
$460,000. The net unrealized holding gain at September 30,
1994 of $461,000 is recorded as a separate component of
stockholders' equity and is attributable to the equity
securities. Maturities of debt securities at market value:
$350,000 in less than one year and $105,000 in five to ten
years.
Prior to the adoption of SFAS 115, the Company recorded
marketable securities at the lower of cost or market with
any temporary aggregate writedown recorded as a separate
component of stockholders' equity. For the year 1993, no
unrealized holding gains or losses were recorded in
earnings. The effect on retained earnings at January 1,
1994 from the adoption of SFAS 115 was to increase equity by
$1,572,000. Highlighted below are the third quarter 1994
and the 1994 year-to-date changes to the separate equity
account for the valuation of marketable securities and
realized gains and losses reported in income:
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, 1994 September 30, 1994
(in thousands)
<S> <C> <C>
Net holding losses
recorded to equity $ (60) $(1,111)
Proceeds from sales of
marketable securities $ 140 $ 987
Cost of marketable
securities 174 665
Realized gains (losses) $ (34) $ 322
</TABLE>
5. LEGAL PROCEEDINGS
The Company is a defendant in an action in the U.S. District
Court in the District of New Jersey brought in March 1991,
by Pharmacia LKB Biotechnology, Inc., et. al. (Pharmacia)
alleging infringement of Pharmacia's U.S. patent. In June
1994, the Company was found liable for the willful
infringement of the patent. Damages are to be determined in
a separate trial which has been delayed because the parties
are currently in settlement discussions.
5
<PAGE>
The Company has accrued an estimate of its liability for
this matter based on currently available information.
Although the amount of the award will not be known until a
settlement is reached or a judgment is entered, management
believes this matter will be resolved without material
adverse effect on the future results of operations or
financial position of the Company. The most unfavorable
outcome, which management believes is remote, would have a
materially adverse effect on the results of operations and
the financial position of the Company.
6
<PAGE>
ITEM 2. Management's Discussion and Analysis of Results of
Operations and Financial Condition.
This discussion should be read in conjunction with the information
contained both in this report and in the Company's Consolidated
Financial Statements for the year ended December 31, 1993.
<TABLE>
The following table shows operating income and expense items as a
percentage of net sales:
<CAPTION>
Three Months Ended Nine Months Ended Year Ended
September 30, September 30, December 31,
1994 1993 1994 1993 1993
<S> <C> <C> <C> <C> <C>
Net sales 100.0 100.0 100.0 100.0 100.0
Cost of goods sold 43.2 47.0 43.4 45.0 46.0
Gross profit 56.8 53.0 56.6 55.0 54.0
Selling, general and
administrative 39.4 39.8 37.4 40.3 39.3
Product research and
development 8.7 10.9 8.5 10.7 10.4
Restructuring costs - - - - 1.2
Income from operations 8.7 2.3 10.7 4.0 3.1
===== ===== ===== ===== =====
</TABLE>
Three Months Ended September 30, 1994 Compared to
Three Months Ended September 30, 1993
Corporate Results - Sales, Margins and Expenses
Bio-Rad's net sales in the third quarter of 1994 were $83.8
million up 6.2% from the $78.9 million reported in the third
quarter of 1993. Sales increased $3.3 million, $1.3 million and
$0.3 million in Analytical Instruments, Clinical Diagnostics and
Life Science, respectively. The increase in Analytical
Instruments sales is attributed to increased instrument sales as
1994 has seen a significant increase in capital spending by
semiconductor manufacturers for production and quality control
equipment. The Company's growth rate in Clinical Diagnostics
continues to be impeded by cost containment programs in the
health care markets of North America and Europe. Life Science
sales increased only slightly as the scale up of new instruments
in production has increased backorders and reduced sales growth.
7
<PAGE>
Consolidated gross margins were 56.8% in the third quarter of 1994
up from 53.0% in the third quarter of 1993 and 54.0% reported for
the entire year of 1993. Gross margins were up in all segments.
The increase in gross margins for Life Science and Clinical
Diagnostics is principally attributed to the effects of selective
cost reductions and increased production from the prior year.
During the second half of 1993 inventory reduction programs
contributed to the under utilization of production capacity and the
under absorption of fixed manufacturing costs. At current sales
and production levels fixed costs are more fully absorbed,
resulting in more stable gross margins.
Selling, general and administrative expense (SG&A) was flat for the
Analytical Instruments Group in spite of the much improved sales
growth. Both Life Science and Clinical Diagnostics had increases
in spending which reflected in part the deferment of some
discretionary spending from late 1993 and early 1994.
Research and Development expense (R&D) in the third quarter
remained at the reduced levels of the prior quarters of 1994.
Several large projects are nearing completion in Life Science and
Clinical Diagnostics which has reduced expenditures prior to the
next cycle of product development.
Corporate Results - Non-Operating Items
Interest expense was $618,000 less in the third quarter of 1994
than the comparable period of 1993 principally as a result of lower
average borrowings. Average borrowings in the third quarter of
1994 were 41.5% less than average borrowings in the same period of
1993.
Net other income and expense in the third quarter of 1994 includes
non-operating legal costs (see Note 5) and hedging costs related to
foreign exchange exposures. Net other income and expense in the
third quarter of 1993 was primarily hedging costs related to
foreign exchange exposures.
The Company lowered its effective tax rate in the third quarter of
1994 to an annual rate of 35%. This resulted in a 22.5% rate for
the third quarter of 1994. The change was prompted by sustained
profitability levels accelerating the use of foreign tax loss
carryforwards and successful progress on closing prior year Federal
tax returns subject to review.
Nine Months Ended September 30, 1994 Compared to
Nine Months Ended September 30, 1993
Corporate Results - Sales, Margins and Expenses
Bio-Rad's net sales for the nine months ended September 30, 1994
were $258.6 million compared to $241.3 million for the nine months
8
<PAGE>
ended September 30, 1993. Although sales increased in all three
segments of the Company's business, Life Science accounted for
$10.5 million of the $17.4 million increase in sales. The increase
in Life Science sales is attributed to increased instrument sales
as products introduced in approximately the past twenty-four months
are making an impact. (The confocal microscope product line has
been reclassified to Life Science from Analytical Instruments. All
prior period information has been restated for comparability.) The
Analytical Instruments segment sales have increased 14.2% for the
year as equipment sales to semiconductor manufacturers remain quite
strong. Uncertainty in health care markets continues to impede
sales growth for Clinical Diagnostics as medical cost containment
continues to be a central feature of many governments balancing
their fiscal budget.
Consolidated gross margins were 56.6% for the nine months ended
September 30, 1994 up from 55.0% for the nine months ended
September 30, 1993 and 54.0% for the entire year of 1993. Gross
margins improved for all business segments. The largest
contributing factor to improved margins were volume increases in
Analytical Instruments. Additionally in Clinical Diagnostics
reduced costs and lower current period provisions for inventory
obsolescence improved margins as well. Gross profit for the Life
Science segment increased $6.3 million principally as the result of
increased volume.
Both SG&A and R&D declined from 1993 levels as a percentage of
sales. This is a result of improved expense control and selective
reductions in the work force; Bio-Rad continues to be committed to
long-term growth through focused R&D efforts.
During 1992 and 1993, the Company made provisions for restructuring
certain operations. At September 30, 1994 the majority of cash
outlays related to employee separation and other miscellaneous
costs have been completed. The only continuing liability requiring
future cash outlays are lease payments for excess space. These
payments will be made over the term of the leases. Management
continues its efforts to sublease excess space and reduce the
reserves provided. During 1994 there have been no material changes
in estimates related to these provisions for restructuring.
Corporate Results - Non-Operating Items
As a result of lower average borrowings, interest expense was $1.6
million less for the nine months ended September 30, 1994 than the
comparable period of 1993. Average borrowings for the nine months
ended September 30, 1994 were 32.5% less than average borrowings in
the same period of 1993.
9
<PAGE>
Investment income for the nine months ended September 30, 1994 was
$0.5 million compared to $4.1 million in the same period of 1993.
Realized gains and losses from marketable securities classified as
available-for-sale were $0.3 million for the period ending
September 30, 1994. Investment income for the nine months ended
September 30, 1993 included gains of $3.3 million from sales of
Escagenetics stock. The Company has sold substantially all of the
Escagenetics stock acquired upon International Plant Research
Institute's (IPRI) emergence from bankruptcy. The Company retains
275,863 shares of Escagenetics, substantially all of which are
subject to option as outlined in the IPRI reorganization plan.
Net other income and expense for the nine months ended September
30, 1994 includes reserves for estimated damages from pending legal
action (see Note 5), non-operating legal costs and hedging costs
related to foreign exchange exposures. Non-operating items for the
nine months ended September 30, 1993 were primarily hedging costs
related to foreign exchange exposures.
The Company's effective tax rate is 35% for 1994 and 40% for 1993.
The lower effective tax rate for 1994 is the result of sustained
profitability levels accelerating the use of foreign tax loss
carryforwards and successful progress in closing prior years
Federal tax returns subject to review.
Financial Condition
The Company's ongoing and principal capital requirement is for
working capital to fund its growth in operations. At September 30,
1994, the Company had available $3.9 million in cash and cash
equivalents and $59.1 million under its principal revolving credit
agreement. In addition, Bio-Rad held marketable securities with a
market value of $4.7 million, most of which could be readily
converted to cash. During the nine months ended September 30,
1994, Bio-Rad's improved profitability and reduced capital spending
has provided cash from operating activities and allowed for
reduction of $22.7 million in total debt. The Company has decided
to redeem the 11.96% Subordinated Notes due July 15, 1998,
effective November 10, 1994. The prepayment penalty of 3.99% along
with the unamortized debt issue costs will have the effect of
lowering fourth quarter pretax income by approximately $0.6
million. Funds to retire the debt will be provided by the
Company's principal revolving credit agreement. Interest rates on
the replacement debt will be below the subordinated notes effective
rate.
As of September 30, 1994, the Company had no material commitments
for capital expenditures. Planned capital expenditures can be
characterized as ordinary and necessary replacements, cost savings
and regulatory expenditures to maintain profitability levels. The
general level of expenditures should continue to remain below those
of 1993 and 1992.
10
<PAGE>
On a monthly basis the Company enters into forward foreign exchange
contracts to hedge against foreign-currency-denominated
intercompany accounts receivable balances. These balances arise as
part of distributing its products via intercompany transactions.
The forward foreign exchange contracts mature every 33 days or less
and are marked to market at each balance sheet date. There are no
deferred gains or losses from Bio-Rad's hedging activities. Both
realized and unrealized gains and losses on these hedging
operations are reported as net other income and expense.
At September 30, 1994 consolidated net inventories increased 2.2%
from June 30, 1994 and 3.1% from December 31, 1993. Both Life
Science and Analytical Instruments have increased inventories while
Clinical Diagnostics was unchanged for the third quarter and has
decreased for the year. Inventory control remains central to
management's efforts to moderate capital growth requirements.
Net accounts receivable have increased $5.6 million since December
31, 1993 primarily as the result of foreign currencies
strengthening against the US dollar at September 30, 1994 compared
to December 31, 1993.
PART II. OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
In June 1994, the Company was found liable for the willful
infringement of the Pharmacia patent (see Note 5).
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
The following documents are filed as part of this report:
Exhibit No.
11.1 Computation of Earnings Per Share.
27.1 Financial Data Schedule.
(b) Reports on Form 8-K
There were no reports on Form 8-K for the quarter ended September
30, 1994.
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 thereto duly authorized.
BIO-RAD LABORATORIES, INC.
(Registrant)
Date: November 14, 1994 /s/ Thomas L. Braje
Thomas L. Braje, Vice President,
Chief Financial Officer
Date: November 14, 1994 /s/ James R. Stark
James R. Stark,
Corporate Controller
12
<PAGE>
EXHIBIT 11.1 - COMPUTATION OF EARNINGS PER SHARE
Bio-Rad Laboratories, Inc.
(In thousands, except per share data)
<TABLE>
Three Months Ended Nine Months Ended
September 30, September 30,
1994 1993 1994 1993
<S> <C> <C> <C> <C>
Computation for Consolidated Statements of Income:
Net income $ 3,883 $ 95 $11,400 $ 3,567
======= ======= ======= =======
Weighted average common shares 8,086 8,009 8,066 7,982
======= ======= ======= =======
Earnings per share $0.48 $0.01 $1.41 $0.45
======= ======= ======= =======
Additional Primary Computation (1):
Weighted average common shares per above 8,086 8,009 8,066 7,982
Add-Dilutive effect of outstanding options
(as determined by the application of
the treasury stock method) 79 -- 74 --
Weighted average common shares, as adjusted 8,165 8,009 8,140 7,982
======= ======= ====== =======
Primary earnings per share $0.48 $0.01 $1.40 $0.45
======= ======= ====== =======
Fully Diluted Computation (1):
Weighted average common shares per above 8,086 8,009 8,066 7,982
Add-Dilutive effect of outstanding options
(as determined by the application of
the treasury stock method) 96 -- 91 --
Weighted average common shares, as adjusted 8,182 8,009 8,157 7,982
======= ======= ====== =======
Fully diluted earnings per share $0.47 $0.01 $1.40 $0.45
======= ======= ====== =======
</TABLE>
[FN]
(1) This calculation is submitted in accordance with Regulation
S-K item 601(b)(11) although not required by footnote 2 to
paragraph 14 of APB Opinion No. 15 because it results in
dilution of less than 3%.
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND> This schedule contains summary financial information extracted
from Bio-Rad Laboratories, Inc. Form 10-Q for the quarter ended
September 30, 1994 and is qualified in its entirety by reference
to such financial statements.
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1994
<PERIOD-END> SEP-30-1994
<CASH> 3,857
<SECURITIES> 0
<RECEIVABLES> 81,411
<ALLOWANCES> 0
<INVENTORY> 74,376
<CURRENT-ASSETS> 177,871
<PP&E> 149,344
<DEPRECIATION> 73,116
<TOTAL-ASSETS> 263,864
<CURRENT-LIABILITIES> 92,776
<BONDS> 31,730
<COMMON> 8,091
0
0
<OTHER-SE> 117,550
<TOTAL-LIABILITY-AND-EQUITY> 263,864
<SALES> 258,618
<TOTAL-REVENUES> 258,618
<CGS> 112,247
<TOTAL-COSTS> 112,247
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 4,852
<INCOME-PRETAX> 17,538
<INCOME-TAX> 6,138
<INCOME-CONTINUING> 11,400
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 11,400
<EPS-PRIMARY> 1.41
<EPS-DILUTED> 1.41
</TABLE>
