------------------------------------------------------------------------------
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 - December 31, 1999
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
Commission File Number 0-7462
CPT HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
Minnesota 41-0972129
(State of Incorporation) (I.R.S. Employer Identification No.)
680 Fifth Avenue, 8th Floor
New York, New York 10019
(Address of principal executive office) (Zip code)
Registrant's telephone number, including area code: (212) 931-5260
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 ___
As of February 1, 2000 1,510,084 shares of Common Stock were issued and
outstanding.
- ------------------------------------------------------------------------------
<PAGE>
PART 1. FINANCIAL INFORMATION
ITEM 1: Financial Statements
CPT HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
(Unaudited)
($000's Except Per Share Amounts)
Three Months Ended Six Months Ended
December 31, December 31,
1999 1998 1999 1998
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net sales ......................... $ 19,451 $ 23,996 $ 40,195 $ 51,005
Cost of sales ..................... 17,666 20,694 36,190 44,261
-------- -------- -------- --------
Gross profit ................ 1,785 3,302 4,005 6,744
Selling, general and administrative 1,485 1,783 2,856 3,565
-------- -------- -------- --------
Operating income ............ 300 1,519 1,149 3,179
Other expense (income):
Interest expense ............ 1,740 1,860 3,505 3,727
Minority interest ........... (197) 1 (291) 38
Other, net .................. - 9 (10) 5
-------- -------- -------- --------
Loss before income taxes .......... (1,243) (351) (2,055) (591)
Income taxes ...................... - - - -
-------- -------- -------- --------
Net loss .......................... $ (1,243) $ (351) (2,055) $ (591)
======== ======== ======== ========
Loss per common share:
Basic and Diluted ........... $ (0.82) $ (0.23) $ (1.36) $ (0.39)
======== ======== ======== ========
</TABLE>
See Notes to Unaudited Consolidated Financial Statements
<PAGE>
CPT HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(Unaudited)
($000's)
<TABLE>
<CAPTION>
December 31, June 30,
ASSETS 1999 1999
- ------ ---- ----
<S> <C> <C>
Current assets:
Cash and cash equivalents ........................................ $ 50 $ 117
Receivables, net of allowances of $538 and $455, respectively 5,627 7,263
Inventories ...................................................... 10,613 10,542
Other current assets ............................................. 293 663
-------- --------
Total current assets ............................................. 16,583 18,585
Property, plant and equipment, net of accumulated depreciation of $16,505
and $14,472, respectively ........................................ 42,288 38,865
Deferred financing costs, net of accumulated amortization
of $605 and $479, respectively ................................... 1,187 1,075
Goodwill, net of accumulated amortization of
$753 and $706, respectively ...................................... 1,130 1,177
Other assets ............................................................ 348 348
-------- --------
Total assets ..................................................... $ 61,536 $ 60,050
======== ========
LIABILITIES & SHAREHOLDERS' DEFICIT
Current liabilities:
Accounts payable ................................................. $ 10,713 $ 7,380
Accrued expenses ................................................. 7,447 7,030
Due to affiliates ................................................ 271 253
Current portion of long-term debt ................................ 2,920 2,691
-------- --------
Total current liabilities ........................................ 21,351 17,354
Long-term debt, net of current portion .................................. 52,639 52,804
Minority interest in consolidated subsidiaries .......................... 2,489 2,780
Shareholders' deficit:
Common stock authorized 30,000,000 shares of $.05 par value each,
1,510,084 shares issued and outstanding ...................... 76 76
Additional paid-in capital ....................................... 5,737 5,737
Accumulated deficit .............................................. (20,756) (18,701)
-------- --------
Total shareholders' deficit ...................................... (14,943) (12,888)
-------- --------
Total liabilities and shareholders' deficit ...................... $ 61,536 $ 60,050
======== ========
</TABLE>
See Notes to Unaudited Consolidated Financial Statements
<PAGE>
CPT HOLDINGS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
($000's)
<TABLE>
<CAPTION>
Six Months Ended
December 31,
1999 1998
---- ----
Cash flows from operating activities:
<S> <C> <C>
Net loss ............................................................. $(2,055) $ (591)
Adjustments to reconcile net loss to net
cash provided by operations:
Minority interest in (loss) earnings of subsidiaries ............. (291) 38
Depreciation and amortization .................................... 2,298 2,248
Changes in working capital:
Decrease in receivables .......................................... 1,636 3,180
(Increase) decrease in inventories ............................... (71) 2,154
Decrease (increase) in other current assets ...................... 370 (105)
Increase (decrease) in accounts payable and accrued expenses ..... 3,768 (3,580)
------- -------
Net cash provided by operating activities ........................ 5,655 3,344
------- -------
Cash flows from investing activities:
Capital expenditures ............................................. (5,456) (774)
------- -------
Cash used in investing activities ................................ (5,456) (774)
------- -------
Cash flows from financing activities:
Repayment of long-term obligations ............................... (1,231) (2,117)
Borrowings under long-term obligations ........................... 250 -
Payment of deferred financing costs .............................. (238) -
Net borrowings (repayments) under revolving credit facility ...... 953 (416)
------- -------
Net cash used in financing activities ............................ (266) (2,533)
------- -------
Net (decrease) increase in cash and cash equivalents ...................... (67) 37
Cash and cash equivalents:
Beginning of period .............................................. 117 37
------- -------
End of period .................................................... $ 50 $ 74
======= =======
Supplemental data - cash paid during the period for:
Interest, net of capitalized interest of $77, and $0, respectively $ 2,636 $ 2,908
======= =======
Income taxes ..................................................... $ - $ -
======= =======
</TABLE>
See Notes to Unaudited Consolidated Financial Statements
<PAGE>
CPT HOLDINGS, INC.
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The accompanying financial statements include the accounts of CPT Holdings,
Inc. and its direct and indirect majority-owned subsidiaries (the "Company"
or "CPT"), J&L Structural, Inc. ("J&L"), J&L Holdings Corp. ("JLH"), and
Continuous Caster Corporation ("CCC"). All material intercompany
transactions have been eliminated in consolidation.
The Company's operations include two distinct business segments within its
single indirect operating subsidiary, J&L: J&L Structural and Electric
Steel Casting ("Brighton"). J&L Structural manufactures and fabricates
lightweight structural steel shapes which are distributed principally to
the manufactured housing, tractor trailer manufacturing and highway safety
systems industries. Brighton designs, manufactures and sells steel piercer
points which represent disposable tooling used in the production of
seamless steel tubes used in the petrochemical industry. CCC is a
majority-owned, indirect subsidiary which holds title to 38 acres of
undeveloped land adjacent to J&L in Aliquippa, Pennsylvania.
The accompanying unaudited consolidated financial statements have been
prepared in accordance with the instructions for Form 10-Q and Article 10
of Regulation S-X and do not include the information and footnotes required
by generally accepted accounting principles for complete financial
statements. In the opinion of management, all adjustments (including normal
recurring accruals) considered necessary for a fair presentation have been
included. The results of operations for any interim period are not
necessarily indicative of the results for the year. Certain amounts
included in the prior periods' financial statements have been reclassified
to conform with the current periods' presentation. These unaudited
consolidated financial statements should be read in conjunction with the
consolidated financial statements and related notes included in the
Company's Annual Report on Form 10-K for the year ended June 30, 1999.
2. Recent Accounting Standards
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative
Instruments and Hedging Activities," which provides a comprehensive and
consistent standard for the recognition and measurement of derivatives and
hedging activities and requires recognition of all derivatives as either
assets or liabilities at fair value. The Company has not completed the
process of evaluating the impact that will result from the adoption of the
standard. The standard will be effective for the Company for the year
ending June 30, 2001.
3. Inventories
Inventories consisted of the following (in $000's):
December 31, June 30,
1999 1999
---- ----
Raw materials $ 1,795 $ 2,628
Finished goods 8,818 7,914
------------- -------------
Total $ 10,613 $ 10,542
============= =============
<PAGE>
4. Long-Term Debt
Long-term debt consisted of the following (in $000's):
December 31, June 30,
1999 1999
---- ----
Senior Term Loan $ 17,869 $ 19,000
Subordinated Term Notes 23,000 23,000
Revolving Loan Facility 6,583 5,630
Fixed rate 13% debenture 6,730 6,730
Unsecured revolving credit facility 1,000 1,000
Deferred purchase money note 475 475
State loans 687 537
---------- ----------
56,344 56,372
Less current portion of long-term debt 2,920 2,691
Less discounts on long-term debt 785 877
----------- ----------
Total $ 52,639 $ 52,804
============ ==========
The Senior Term Loan, Revolving Loan Facility and the Subordinated Term
Notes include certain provisions which, among other things, provide that
J&L will maintain certain financial ratios, limit the amount of annual
capital expenditures, maintain a minimum tangible net worth and limit the
amount of shareholder distributions. J&L remains in compliance with all of
its various loan covenants as of December 31, 1999.
5. Litigation, Contingencies and Commitments
The Company is in the process of completing a mill upgrade during fiscal
year 2000 that is expected to cost approximately $11,500,000. As of
December 31, 1999, J&L Structural had open purchase orders related to the
mill upgrade of $7,837,735.
The Company is involved in various legal actions arising in the normal
course of business. While it is not possible to determine with certainty
the outcome of these matters, in the opinion of management, the eventual
resolution of the claims and actions outstanding will not have a material
adverse effect on the Company's financial position or operating results.
6. Earnings Per Share
The following table sets forth the computation of basic and diluted
earnings per common share (in $000's, except per share amounts):
<TABLE>
<CAPTION>
Three months ended December 31, Six months ended December 31,
1999 1998 1999 1998
---- ---- ---- ----
Numerator:
<S> <C> <C> <C> <C>
Net loss $ (1,243) $ (351) $ (2,055) $ (591)
Dilution on earnings resulting from
subsidiary warrants - - - -
------------- ------------- ------------- -------------
Net loss to common shareholders $ (1,243) $ (351) $ (2,055) $ (591)
============= ============= ============= =============
Denominator:
Weighted average shares - Basic 1,510,084 1,510,084 1,510,084 1,510,084
Effect of dilutive securities:
Warrants - - - -
------------ ------------- ------------ ------------
Weighted-average shares - Dilutive 1,510,084 1,510,084 1,510,084 1,510,084
============= ============== ============= =============
Loss per common share - Basic $ (0.82) $ (0.23) $ (1.36) $ (0.39)
============= ============== ============= =============
Loss per common share - Diluted $ (0.82) $ (0.23) $ (1.36) $ (0.39)
============= ============== ============= =============
</TABLE>
On April 1, 1995, the Company issued warrants exercisable for 2,000,000 shares
of the Company's common stock for a period of ten years from the date of
issuance at $1 per share.
On February 1, 1996, the Company issued a warrant exercisable for 300,000 shares
of the Company's common stock, for a period of ten years from the date of
issuance at $4 per share. These warrants, which could potentially dilute
earnings per share in the future, were not included in the diluted computation
either because the weighted average price per share for the three or six months
ended December 31, 1999 and 1998 did not exceed the exercise price or its effect
would be antidilutive.
ITEM 2: Management's Discussion and Analysis of Financial Condition And Results
Of Operations
Forward-Looking Statements
This report contains forward-looking statements within the meaning of the
Private Securities Litigation Reform Act of 1995. Investors are cautioned that
any forward-looking statements, including statements regarding the intent,
belief, or current expectations of the Company or its management, are not
guarantees of future performance and involve risks and uncertainties, and that
actual results may differ materially from those in the forward-looking
statements as a result of various factors including, but not limited to (i) an
extended significant downturn in manufactured housing construction and sales,
(ii) significant and extended negative pricing actions by competitors, and (iii)
billet cost increases that J&L may not be able to pass through to its customers.
Overview
During the past year, the steel industry as a whole went through a very
tumultuous time. During 1998, a significant decline in infrastructure
development in Asia following a period of economic turmoil in that geographic
region caused a tremendous impact on the worldwide flow of steel industry goods
and materials. From a domestic perspective, steel scrap exports of raw and
finished steel from the United States decreased dramatically which drove scrap
prices to their lowest point in twenty years. At the same time, foreign imports
of raw and finished steel to the United States increased dramatically creating a
"buyer's market" and sending prices significantly lower. Management believes
that, due to the extremely competitive environment which resulted, significant
structural producers reacted to lower volume and heavy competition in the larger
structural sections by searching for alternative distribution outlets or markets
to penetrate such as those served by J&L Structural.
J&L Structural experienced a very aggressive marketing environment during
calendar 1999 where pricing deteriorated significantly. In most cases, however,
J&L Structural was successful in maintaining the majority of its customer volume
which, management believes, resulted from J&L Structural's consistent focus on
first-class customer service.
During the Company's second fiscal quarter, steel scrap exports began to rebound
and trade constraints on foreign imports began to take effect. As a result, raw
material prices began to increase along with finished product pricing among
certain structural products, mainly wide flange beams. At the same time,
however, an industry-wide downturn in manufactured housing production began to
negatively impact our Junior Beam demand. This downturn resulted from
overproduction by the manufactured housing industry leaders as they were in the
process of outfitting a large number of new retail home centers which were
opened during 1997 and 1998.
Over the past couple of years, J&L Structural has contemplated a variety of ways
to maintain its cost-competitive status in light of the evolution of its growing
niche markets. During the fourth quarter of fiscal 1999, management approved an
$11.5 million plant upgrade project in Aliquippa which management expects will
allow for greater throughput, higher quality, a broader product offering and
process cost savings. The main features of the plant upgrade include a notch-bar
cooling bed, new universal mills, an automatic stacker line expansion, shipping
magnets, new sawing capability and other plant improvements. The majority of the
plant upgrade was completed during January 2000. The capital necessary for the
plant upgrade is being furnished primarily through the refinancing which closed
on June 30, 1999 with a new senior lender plus additional support from state and
local financing.
Results of Operations
Net Sales
Net sales for the three and six-month periods ended December 31, were:
Three Months Ended Six Months Ended
December 31, December 31,
1999 1998 1999 1998
---- ---- ---- ----
J&L Structural $17,789,000 $23,187,000 $37,302,000 $49,009,000
Brighton ..... 1,662,000 809,000 2,893,000 1,996,000
----------- ----------- ----------- -----------
Total ........ $19,451,000 $23,996,000 $40,195,000 $51,005,000
=========== =========== =========== ===========
Net sales for three months and six months ended December 31, 1999 for J&L
Structural decreased by 23.3% and 23.9%, respectively, over the comparable
periods of the prior year reflecting reduced shipping levels and reductions in
sales prices. Tonnage shipped for the three months and six months ended December
31, 1999 was down 14.7% and 15.2%, respectively, compared to the previous year.
Average sales prices for the three months and six months ended December 31, 1999
for J&L Structural's products decreased by 10.1% and 10.2%, respectively over
the comparable periods in the prior year. The decrease in sales primarily
reflects a softening in demand in the manufactured housing industry, which is
working through inventory management issues. In addition, certain losses of
customer volume have resulted from highly competitive pricing described above.
Brighton's sales for the three months and six months ended December 31, 1999,
increased by 105.4% and 44.9%, respectively, over the comparable periods in the
prior year. The increase primarily reflects an increase in demand for oil and
gas drilling products which were driven by recent increases in oil prices.
Gross Margins
Gross margins for the three month and six month periods ended December 31, were:
Three Months Ended Six Months Ended
December 31, December 31,
1999 1998 1999 1998
---- ---- ---- ----
J&L Structural 7.8% 13.5% 8.7% 12.8%
Brighton 25.8% 22.5% 25.8% 24.5%
Total 9.2% 13.8% 10.0% 13.2%
Gross margins for the three months and six months ended December 31, 1999 for
J&L Structural declined 5.7% and 4.1%, respectively, in comparison to the same
period in the prior year. The decrease in gross margins resulted primarily from
a highly competitive environment and loss in production efficiences caused by
reduced production volume. Billet costs, which comprise approximately 65% of J&L
Structural's manufacturing costs per ton for the three months and six months
ended December 31, 1999 were down 6.5% and 10.2%, respectively, compared to the
same periods in the previous year.
Brighton's gross margins increased from the previous year due primarily to
production efficiencies realized as a result of higher volumes.
Selling, General and Administrative Expense
Selling, general and administrative expenses decreased 16.7% and 19.9% for the
three and six-month periods ended December 31, 1999 over the comparable period
in the prior year. This decrease was due primarily to a reduction in Finance
Department staff in 1999 and expenses incurred in the prior year for
professional fees related to a sales/marketing study, a management information
systems upgrade, and legal costs associated with an arbitration with a furnace
builder which was resolved during the fourth quarter of fiscal year 1999.
Interest Expense
Interest expense decreased $120,000 and $222,000 for the three and six-month
periods ended December 31, 1999, respectively, compared to the same period in
the prior fiscal year. The decrease was attributable primarily to a lower
borrowing rate in the current period under the new senior credit facility and
the capitalization of $77,000 in interest related to the mill upgrade. The new
senior credit facility rates for J&L are based on a Eurodollar rate plus 2.75%
and 3.0% for the revolver and term note, respectively, versus a prime rate plus
1.5% and 2.0% for the revolver and term note, respectively, under the former
senior credit facility.
Liquidity and Capital Resources
Net cash flows provided by operations for the six months ended December 31, 1999
and 1998 totaled $5,655,000 and $3,344,000, respectively. The increase in cash
flows for the period compared to the same period in the prior year was primarily
attributable to increases in trade payables for the period partially offset by a
large operating loss.
Cash used in investing activities for the six months ended December 31, 1999 and
1998 totaled $5,456,000 and $774,000, respectively. During the six-month period
ended December 31, 1999, net cash used in investing activities reflects normal
maintenance capital spending of $555,000, and expenditures of $4,901,000 related
to the mill upgrade project. Investing activities during the comparable period
in the prior year only reflected normal maintenance capital spending.
Net cash used in financing activities for the six months ended December 31, 1999
and 1998 totaled $266,000 and $2,533,000, respectively. During the current
period net cash flows represent net borrowings of $953,000 under the revolving
credit facility and $250,000 of new state loans offset by scheduled repayments
of $1,231,000 for the senior term loan and various state loans. In addition,
$238,000 was paid for expenses related to the refinancing of senior debt in June
1999 and a new state loan in December 1999. The average borrowing rate
approximated 11.4% over the period which was computed excluding the yield impact
from amortization of deferred financing costs and capitalized interest.
Cash and cash equivalents at December 31, 1999 and 1998 totaled $50,000 and
$74,000, respectively. Cash availability under J&L Structural's revolver totaled
approximately $2,100,000 as of December 31, 1999. The Company's requirements for
cash during the next twelve months include $2,920,000 of principal repayments
under the senior term loan and various state loans, approximately $1,101,000 of
principal repayments under the $8,000,000 capital expenditure loan which is
anticipated to be drawn down completely by the fiscal year end, approximately
$10,000,000 of estimated capital spending comprised of maintenance, new product
development, and the finalization of the mill upgrade, and an estimated
$5,500,000 of cash interest expense to unaffiliated lenders. Management expects
that cash flows from operations, in addition to proceeds provided under the new
senior credit facility and funding under state and local loan assistance
programs, will continue to satisfy the Company's requirements to fund necessary
operating expenses, debt service and capital expenditures in the future.
Recent Accounting Standards
In June 1998, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 133, "Accounting for Derivative Instruments
and Hedging Activities," which provides a comprehensive and consistent standard
for the recognition and measurement of derivatives and hedging activities and
requires recognition of all derivatives as either assets or liabilities at fair
value. The Company has not completed the process of evaluating the impact that
will result from the adoption of the standard. The standard will be effective
for the Company for the year ending June 30, 2001.
Year 2000 Disclosure
As described in the Form 10-K for the year ended June 30, 1999, the Company had
developed plans to address the possible exposures related to the impact on its
computer systems of the year 2000. Since entering the year 2000, the Company has
not experienced any major disruptions to its business nor is it aware of any
significant year 2000-related disruptions impacting its customers and suppliers.
Furthermore, the Company did not experience any material impact on inventories
at calendar year end. The Company will continue to monitor its critical systems
over the next several months but does not anticipate any significant impacts due
to year 2000 exposures from its internal systems as well as from the activities
of its suppliers and customers. Costs incurred to achieve year 2000 readiness,
which include contractor costs to modify existing systems and costs of internal
resources dedicated to achieving year 2000 compliance, were charged to expense
as incurred. Such costs totaled approximately $80,000 and were largely incurred
in the last twelve months.
ITEM 3: Quantitative and Qualitative Disclosures About Market Risk
The Company's primary market risk exposure is that of interest rate risk
associated with its various debt instruments. The Company has not entered into
any derivative financial instruments to manage its interest rate risks to date.
At December 31, 1999, the Company's total outstanding debt was comprised of
fixed interest rate obligations of $31,892,000 and variable interest rate
obligations of $24,452,000.
<PAGE>
The table below provides information (in thousands of dollars) about the
Company's maturity schedule and fair values of its outstanding debt:
<TABLE>
<CAPTION>
Variable Rate Debt Fixed Rate Debt
------------------------- -------------------------------------------------------------
Year Senior Revolving Fixed Rate Unsecured Deferred
ending Term Loan Subordinated 13% Revolving Purchase State
June 30 Loan Facility Term Notes Debenture Credit Money Note Loans
Facility
<S> <C> <C> <C> <C> <C> <C> <C>
2000 $ 1,357 - - - - - $ 121
2001 2,714 - - - - - 256
2002 13,798 $ 6,583 $ 1,500 - - - 174
2003 - - 6,000 $ 6,730 $ 1,000 $ 475 51
2004 - - 6,000 - - - 53
Thereafter - - 9,500 - - - 32
------- ------- ------- ------- ------- ------- -------
Total $17,869 $ 6,583 $23,000 $ 6,730 $ 1,000 $ 475 $ 687
======= ======= ======= ======= ======= ======= =======
Fair Value $17,869 $ 6,583 $23,000 $ 6,730 $ 1,000 $ 475 $ 687
======= ======= ======= ======= ======= ======= =======
</TABLE>
Based upon the Company's current level of variable rate debt, a 1% increase or
decrease in interest rates will cause an approximate $245,000 increase or
decrease in annual interest expense. For the six months ended December 31, 1999,
the weighted average interest rate for the variable rate and fixed rate debt was
8.63% and 12.76%, respectively.
PART II - OTHER INFORMATION
ITEM 1: Legal Proceedings
The Company is involved in various legal actions arising in the normal course of
business. While it is not possible to determine with certainty the outcome of
these matters, in the opinion of management, the eventual resolution of the
claims and actions outstanding will not have a material adverse effect on the
Company's financial position or operating results.
ITEM 2: Changes in Securities
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:
Exhibit 27: Financial Data Schedule for Second Quarter 10-Q
(b) Reports on Form 8-K: None
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.
CPT HOLDINGS, INC.
Dated: February 11, 2000
By: /s/ William L. Remley
--------------------------
William L. Remley
President & Treasurer
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> JUN-30-2000
<PERIOD-END> DEC-31-1999
<CASH> 50
<SECURITIES> 0
<RECEIVABLES> 6,165
<ALLOWANCES> 538
<INVENTORY> 10,613
<CURRENT-ASSETS> 16,538
<PP&E> 58,793
<DEPRECIATION> 16,505
<TOTAL-ASSETS> 61,536
<CURRENT-LIABILITIES> 21,351
<BONDS> 0
<COMMON> 76
0
0
<OTHER-SE> (15,019)
<TOTAL-LIABILITY-AND-EQUITY> 61,536
<SALES> 40,195
<TOTAL-REVENUES> 40,195
<CGS> 36,190
<TOTAL-COSTS> 39,046
<OTHER-EXPENSES> (301)
<LOSS-PROVISION> 83
<INTEREST-EXPENSE> 3,505
<INCOME-PRETAX> (2,055)
<INCOME-TAX> 0
<INCOME-CONTINUING> (2,055)
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (2,055)
<EPS-BASIC> (1.36)
<EPS-DILUTED> (1.36)
</TABLE>
