<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15 (d) OF
THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTER ENDED September 30, 1997
COMMISSION FILE NUMBER 1-8037
AEROFLEX INCORPORATED
(Exact name of Registrant as specified in its Charter)
DELAWARE 11-1974412
(STATE OR OTHER JURISDICTION (I.R.S. EMPLOYER
OF INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
35 SOUTH SERVICE ROAD
PLAINVIEW, N.Y. 11803
(Address of principal executive offices) (Zip Code)
(516) 694-6700
(Registrant's telephone number, including area code)
*Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months, 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.
November 4, 1997 14,362,101 (excluding 110,956 shares held in treasury)
- --------------------------------------------------------------------------------
(Date) (Number of Shares)
NOTE: THIS IS PAGE 1 OF A DOCUMENT CONSISTING OF 13 PAGES.
<PAGE> 2
AEROFLEX INCORPORATED
AND SUBSIDIARIES
INDEX
PAGE
PART I: FINANCIAL INFORMATION
CONSOLIDATED BALANCE SHEETS
September 30, 1997 and June 30, 1997 3-4
CONSOLIDATED STATEMENTS OF OPERATIONS
Three Months Ended September 30, 1997 and 1996 5
CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended September 30, 1997 and 1996 6
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 7-8
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
Three Months Ended September 30, 1997 and 1996 9-11
PART II: OTHER INFORMATION
ITEM 6 Exhibits and Reports on Form 8-K 12
SIGNATURES 13
-2-
<PAGE> 3
AEROFLEX INCORPORATED
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
September 30, June 30,
1997 1997
---- ----
(In thousands)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents $ 1,070 $ 600
Current portion of invested cash 187 69
Accounts receivable, less allowance for
doubtful accounts of $460,000 and $417,000 18,993 21,843
Inventories 26,591 20,319
Deferred income taxes 1,961 2,043
Prepaid expenses and other current assets 1,443 743
----------- -----------
Total current assets 50,245 45,617
Invested cash 324 453
Property, plant and equipment, at cost, net 19,992 14,487
Intangible assets acquired in connection with
the purchase of businesses, net 8,169 8,046
Costs in excess of fair value of net assets
of businesses acquired, net 9,823 9,903
Other assets 2,518 2,541
----------- -----------
Total assets $ 91,071 $ 81,047
=========== ===========
</TABLE>
See notes to consolidated financial statements
-3-
<PAGE> 4
AEROFLEX INCORPORATED
AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(CONTINUED)
<TABLE>
<CAPTION>
September 30, June 30,
1997 1997
---- ----
(In thousands, except
per share amounts)
<S> <C> <C>
LIABILITIES AND STOCKHOLDERS' EQUITY
Current Liabilities:
Current portion of long-term debt $ 4,935 $ 4,247
Senior subordinated convertible debentures 1,504 --
Accounts payable 6,751 5,093
Accrued expenses and other current liabilities 11,268 8,564
Income taxes payable 2,237 1,841
-------- --------
Total current liabilities 26,695 19,745
Long-term debt 17,494 14,688
Deferred income taxes 196 334
Other long-term liabilities 2,172 1,259
Senior subordinated convertible debentures -- 9,981
-------- --------
Total liabilities 46,557 46,007
-------- --------
Stockholders' equity:
Preferred stock, par value $.10 per share; authorized 1,000,000 shares:
Series A Junior Participating Preferred
Stock, par value $.10 per share,
authorized 150,000 shares -- --
Common stock, par value $.10 per share;
authorized 25,000,000 shares; issued
14,183,000 and 12,658,000 shares 1,418 1,266
Additional paid-in capital 66,060 58,110
Accumulated deficit (22,432) (23,584)
-------- --------
45,046 35,792
Less: Treasury stock, at cost (119,000 and
169,000 shares) 532 752
-------- --------
Total stockholders' equity 44,514 35,040
-------- --------
Total liabilities and stockholders' equity $ 91,071 $ 81,047
======== ========
</TABLE>
See notes to consolidated financial statements
-4-
<PAGE> 5
AEROFLEX INCORPORATED
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
<TABLE>
<CAPTION>
Three Months Ended
September 30,
-------------
1997 1996
-------- --------
(In thousands, except per share data)
<S> <C> <C>
Net sales $ 23,885 $ 19,061
Cost of sales 15,673 12,783
-------- --------
Gross profit 8,212 6,278
-------- --------
Selling, general and administrative costs 4,606 3,797
Research and development costs 998 683
-------- --------
5,604 4,480
-------- --------
Operating income 2,608 1,798
-------- --------
Other expense (income)
Interest expense 723 810
Other expense (income) 83 (46)
-------- --------
Total other expense (income) 806 764
-------- --------
Income before income taxes 1,802 1,034
Provision for income taxes 650 383
-------- --------
Net income $ 1,152 $ 651
======== ========
Net income per common share and common
share equivalent
-Primary $ .08 $ .05
======== ========
-Fully diluted $ .08 $ .05
======== ========
Weighted average number of common
shares and common share equivalents
outstanding
-Primary 14,374 13,483
======== ========
-Fully diluted 16,369 15,258
======== ========
</TABLE>
See notes to consolidated financial statements
-5-
<PAGE> 6
AEROFLEX INCORPORATED
AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
<TABLE>
<CAPTION>
Three Months Ended
September 30,
----------------------
1997 1996
------- -------
(In thousands)
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $ 1,152 $ 651
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Depreciation and amortization 1,249 1,069
Amortization of deferred gain (317) --
Other, net (5) 6
Change in operating assets and liabilities, net of effects from purchase of
business:
Decrease (increase) in accounts receivable 2,799 6,166
Decrease (increase) in inventories (5,137) (1,226)
Decrease (increase) in prepaid expenses, income
tax refund receivable and other assets (1,186) 479
Increase (decrease) in accounts payable, accrued
expenses and other long-term liabilities 2,426 (2,204)
Increase (decrease) in income taxes payable 501 (262)
------- -------
NET CASH PROVIDED BY (USED IN)
OPERATING ACTIVITIES 1,482 4,679
------- -------
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of equipment, inventory and technology
rights from Lucent Technologies (4,435) --
Capital expenditures (331) (610)
Other 11 8
------- -------
NET CASH PROVIDED BY (USED IN)
INVESTING ACTIVITIES (4,755) (602)
------- -------
CASH FLOWS ROM FINANCING ACTIVITIES:
Borrowings under debt agreements 6,232 --
Debt repayments (2,738) (4,082)
Proceeds from the exercise of stock options
and warrants 249 181
------- -------
NET CASH PROVIDED BY (USED IN)
FINANCING ACTIVITIES 3,743 (3,901)
------- -------
NET INCREASE (DECREASE) IN CASH
AND CASH EQUIVALENTS 470 176
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 600 661
------- -------
CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 1,070 $ 837
======= =======
</TABLE>
See notes to consolidated financial statements
-6-
<PAGE> 7
AEROFLEX INCORPORATED
AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
1. Basis of Presentation
The consolidated balance sheet of Aeroflex Incorporated and
Subsidiaries ("the Company") as of September 30, 1997 and the related
consolidated statements of operations for the three months ended
September 30, 1997 and 1996 and the statements of cash flows for the
three months ended September 30, 1997 and 1996 have been prepared by
the Company and are unaudited. In the opinion of management, all
adjustments (which include normal recurring adjustments) necessary to
present fairly the financial position, results of operations and cash
flows at September 30, 1997 and for all periods presented have been
made. Certain information and footnote disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been omitted. It is suggested that these
consolidated financial statements be read in conjunction with the
financial statements and notes thereto included in the Company's June
30, 1997 annual report to shareholders. There have been no changes of
significant accounting policies since June 30, 1997.
Certain reclassifications have been made to previously reported
financial statements to conform to current classifications.
Results of operations for the three month periods are not necessarily
indicative of results of operations for the corresponding years.
2. Acquisition of Business
Effective July 1, 1997, the Company's subsidiary, MIC, acquired certain
equipment, inventory, licenses for technology and patents of two of
Lucent Technologies' microelectronics component units - multi-chip
modules and film integrated circuits - for approximately $4,400,000 in
cash. These units manufacture microelectronic modules and interconnect
products. The Company has also signed a multi-year supply agreement to
provide Lucent with film integrated circuits for use in
telecommunications applications. The purchase price has been allocated
to the assets acquired, based on their fair values, and certain
obligations assumed relating to the agreements.
3. Bank Loan Agreements
As of March 15, 1996 the Company replaced a previous agreement with a
revised revolving credit and term loan agreement with two banks which
is secured by substantially all of the Company's assets not otherwise
encumbered. The agreement provides for a revolving credit line of
$22,000,000 and a term loan of $16,000,000. The revolving credit line
expires in March 1999. The term loan is payable in quarterly
installments of $900,000 with final payment on September 30, 2000. The
interest rate on borrowings under this agreement is at various rates
depending upon certain financial ratios, with the current rate
substantially equivalent to the prime rate (8.5% at September 30, 1997)
on the revolving credit borrowings and prime plus 1/4% on the term loan
borrowings. The terms of the agreement require compliance with certain
covenants including minimum consolidated tangible net worth and pre-tax
earnings, maintenance of certain financial ratios, limitations on
capital expenditures and indebtedness and prohibition of the payment of
cash dividends.
-7-
<PAGE> 8
4. Inventories
Inventories consist of the following:
<TABLE>
<CAPTION>
September 30, June 30,
1997 1997
---- ----
(In thousands)
<S> <C> <C>
Raw Materials $13,374 $11,191
Work in Process 9,234 6,642
Finished Goods 3,983 2,486
------- -------
$26,591 $20,319
======= =======
</TABLE>
5. Income Taxes
At June 30, 1997 the Company had net operating loss carryforwards of
approximately $4,000,000 for Federal income tax purposes which expire
through 2006.
The Company is undergoing routine audits by various taxing authorities
of several of its state and local income tax returns covering different
periods from 1992 to 1995. Management believes that the probable
outcome of these various audits should not materially affect the
consolidated financial statements of the Company.
6. Contingencies
A subsidiary of the Company whose operations were discontinued in 1991,
is one of several defendants named in a personal injury action
initiated in August, 1994, by a group of plaintiffs. The plaintiffs are
seeking damages which cumulatively exceed $500 million. The complaint
alleges, among other things, that the plaintiffs suffered injuries from
exposure to substances contained in products sold by the subsidiary to
one of its customers. This action is in the early stages of discovery.
Based upon available information and considering its various defenses,
together with its product liability insurance, in the opinion of
management of the Company, the outcome of the action against its
subsidiary will not have a materially adverse effect on the Company's
consolidated financial statements.
7. 7-1/2% Debentures Conversion
During June 1994, the Company completed a sale of $10,000,000 principal
amount of 7-1/2% Senior Subordinated Convertible Debentures to non-U.S.
persons. The debentures were convertible into the Company's Common
Stock at a price of $5-5/8 per share. On September 8, 1997, the Company
called for the redemption of all of its outstanding debentures at
104-1/2% of the principal amount. As of September 30, 1997, $8,496,000
principal amount was converted. The remaining $1,504,000 of principal
amount outstanding as of September 30, 1997 was converted in October
1997. In connection with the conversions, $599,000 of deferred bond
issuance costs were charged to additional paid-in capital.
-8-
<PAGE> 9
MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
OVERVIEW
Aeroflex, founded in 1937, utilizes advanced technologies to provide
state-of-the-art microelectronic module, interconnect and testing solutions used
in communication applications for commercial and defense markets. Its products
are used in satellite, personal wireless, cable television ("CATV") and defense
communications markets. It also designs and manufactures motion control systems
and shock and vibration isolation systems used for commercial, industrial and
defense applications. The Company's operations are grouped into three segments:
Microelectronics; Test, Measurement and Other Electronics; and Isolator
Products. The Company's consolidated financial statements include the accounts
of Aeroflex and its subsidiaries, all of which are wholly-owned.
Effective July 1, 1997, MIC acquired certain equipment, inventory, licenses
for technology and patents of two of Lucent Technologies' microelectronics
component units, multi-chip modules and film integrated circuits. These units
manufacture microelectronic modules and interconnect products. The Company has
also signed a multi-year supply agreement to provide Lucent with film integrated
circuits for use in the telecommunications industry.
Approximately 50% and 65% of the Company's sales for fiscal 1997 and 1996,
respectively, were to agencies of the United States Government or to prime
defense contractors or subcontractors of the United States Government. The
Company's overall dependence on the defense market has been declining as a
result of the acquisition of MIC, which is more commercially oriented, and a
focusing of resources towards developing standard products for the commercial
market.
Management believes that potential reductions in defense spending will not
materially affect its operations. In certain product areas, the Company has
suffered reductions in sales volume due to cutbacks in the military budget. In
other product areas, the Company has experienced increased sales volume due to a
realignment of government spending towards upgrading existing systems instead of
purchasing completely new systems. The overall effect of the cutbacks and
realignment has not been material to the Company.
THREE MONTHS ENDED SEPTEMBER 30, 1997 COMPARED TO THREE MONTHS ENDED SEPTEMBER
30, 1996
Net Sales. Net sales increased 25.3% to $23.9 million for the three months
ended September 30, 1997 from $19.1 million for the three months ended September
30, 1996. Net sales in the Microelectronics segment increased 58.8% to $14.5
million for the three months ended September 30, 1997 from $9.1 million for the
three months ended September 30, 1996 due to increased sales volume in both thin
film interconnects and microelectronic modules. Sales of thin film interconnects
increased primarily due to the commencement of a strategic supply contract with
Lucent Technologies effective July 1, 1997. Net sales in the Test, Measurement
and Other Electronics segment decreased 19.6% to $4.9 million for the three
months ended September 30, 1997 from $6.1 million for the three months ended
September 30, 1996 primarily as a result of reduced sales volume of frequency
synthesizers which were partially offset by increased sales of stabilization and
tracking devices and of high speed instrumentation test systems. The decrease in
frequency synthesizer sales was due to the early completion of the current
Consolidated Automated Support System ("CASS") contract. Net sales in the
Isolator Products segment increased 17.4% to $4.5 million for the three months
ended September 30, 1997 from $3.8 million for the three months ended September
30, 1996 due to increased sales volume in each of the commercial, industrial and
military isolator product lines.
-9-
<PAGE> 10
Gross Profit. Cost of sales includes materials, direct labor and overhead
expenses such as engineering labor, fringe benefits, allocable occupancy costs,
depreciation and manufacturing supplies. Gross profit increased 30.8% to $8.2
million for the three months ended September 30, 1997 from $6.3 million for the
three months ended September 30, 1996. Gross margin increased to 34.4% for the
three months ended September 30, 1997 from 32.9% for the three months ended
September 30, 1996. The increase was primarily a result of increased margins in
the Microelectronics segment reflecting the greater efficiencies of higher
volume.
Selling, General and Administrative Costs. Selling, general and
administrative costs include office and management salaries, fringe benefits,
commissions and advertising costs. Selling, general and administrative costs
increased 21.3% to $4.6 million (19.3% of net sales) for the three months ended
September 30, 1997 from $3.8 million (19.9% of net sales) for the three months
ended September 30, 1996. The decrease as a percentage of net sales was due to
the fixed nature of certain costs spread over a larger sales base.
Research and Development Costs. Research and development costs consist of
material, engineering labor and allocated overhead. Company sponsored research
and development costs increased 46.1% to $998,000 (4.2% of net sales) for the
three months ended September 30,1997 from $683,000 (3.6% of net sales) for the
three months ended September 30, 1996. The increase was primarily attributable
to the development of a new low-cost, high speed, high performance frequency
synthesizer intended for commercial communication test systems.
Other Expense (Income). Other expense increased by 5.5% to $806,000 for
the three months ended September 30, 1997 from $764,000 for the three months
ended September 30, 1996. Net interest expense decreased 8.9% to $709,000 for
the three months ended September 30, 1997 from $778,000 for the three months
ended September 30, 1996. The decrease was primarily due to a reduction of
outstanding debt from operating cash flow. Other expense included $102,000 of
debenture redemption costs for the three months ended September 30, 1997.
Provision for Income Taxes. Income taxes recorded by the Company increased
69.7% to $650,000 (an effective income tax rate of 36.1%) for the three months
ended September 30, 1997 from $383,000 (an effective income tax rate of 37.0%)
for the three months ended September 30, 1996. The income tax provisions for the
two quarters differed from the amount computed by applying the U.S. Federal
income tax rate to income from continuing operations before income taxes
primarily due to state and local income taxes.
-10-
<PAGE> 11
LIQUIDITY AND CAPITAL RESOURCES
As of September 30, 1997, the Company had $23.6 million in working capital.
As of March 15, 1996, the Company replaced a previous agreement with a revised
revolving credit and term loan agreement with two banks which is secured by
substantially all of the Company's assets not otherwise encumbered. The
agreement provides for a revolving credit line of $22.0 million and a term loan
of $16.0 million. The revolving credit line expires in March 1999. The term loan
is payable in quarterly installments of $900,000 with final payment on September
30, 2000. The interest rate on borrowings under this agreement is at various
rates depending upon certain financial ratios, with the current rate
substantially equivalent to the prime rate (8.5% at September 30, 1997) on the
revolving credit borrowings and prime plus 1/4% on the term loan borrowings.
The terms of the agreement require compliance with certain covenants including
minimum consolidated tangible net worth and pre-tax earnings, maintenance of
certain financial ratios, limitations on capital expenditures and indebtedness
and prohibition of the payment of cash dividends. At September 30, 1997, the
outstanding borrowings under the revolving credit line and term loan were $8.5
million and $6.2 million, respectively.
During June 1994, the Company completed a sale of $10.0 million principal
amount of 7 1/2% Senior Subordinated Convertible Debentures ("Debentures"). On
September 8, 1997, the Company called for redemption all of its outstanding
Debentures at 104.5% of the principal amount. The Debentures were convertible
into the Company's Common Stock at a price of $5.625 per share through October
6, 1997. As of September 30, 1997, $8.5 million principal amount was converted.
The remaining $1.5 million principal amount outstanding as of September 30, 1997
was converted in October 1997. In connection with the conversions, $599,000 of
deferred bond issuance costs were charged to additional paid-in capital.
The Company's order backlog at September 30, 1997 and 1996 was $52.1
million and $44.8 million, respectively.
At June 30, 1997, the Company had net operating loss carryforwards of
approximately $4.0 million for Federal income tax purposes.
The Company's net cash provided by operating activities was $1.5 million
for the three months ended September 30, 1997. Net cash used in investing
activities was $4.8 million for the three months ended September 30, 1997,
consisting primarily of $4.4 million of cash used to to purchase equipment,
inventory and technology from Lucent Technologies. Net cash provided by
financing activities was $3.7 million for the three months ended September 30,
1997. For the three months ended September 30, 1997, the Company borrowed $6.2
million under two equipment loans.
Management of the Company believes that internally generated funds and
available lines of credit will be sufficient for its working capital
requirements, capital expenditure needs and the servicing of its debt for at
least the next twelve months. At September 30, 1997, the Company's available
unused line of credit was approximately $11.5 million.
RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS
In the second quarter of fiscal 1998 the Company will be required to adopt
Statement of Financial Accounting Standards ("SFAS") No. 128 "Earnings Per
Share". This statement establishes standards for computing and presenting
earnings per share ("EPS"), replacing the presentation of currently required
Primary EPS with a presentation of Basic EPS. For entities with complex capital
structures, the statement requires the dual presentation of both Basic EPS and
Diluted EPS on the face of the statement of operations. When SFAS No. 128 is
adopted, the Company will be required to restate its EPS data for all prior
periods presented. The Company does not expect the impact of the adoption of
this statement to be material to previously reported EPS amounts.
-11-
<PAGE> 12
AEROFLEX INCORPORATED
AND SUBSIDIARIES
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
None
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 11 - Computation of Earnings Per Common Share
Exhibit 27 - Financial Data Schedule
(b) Reports on Form 8-K
None
-12-
<PAGE> 13
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.
AEROFLEX INCORPORATED
(REGISTRANT)
November 10, 1997 By: /s/ Michael Gorin
------------------------------
Michael Gorin
President, Chief Financial Officer
and Principal Accounting Officer
-13-
<PAGE> 1
Exhibit 11
AEROFLEX INCORPORATED
AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER COMMON SHARE
<TABLE>
<CAPTION>
THREE MONTHS ENDED
SEPTEMBER 30,
---------------------
1997 1996
------- -------
(IN THOUSANDS, EXCEPT PER SHARE DATA)
<S> <C> <C>
COMPUTATION OF ADJUSTED NET INCOME:
Net income for primary earnings per
common share $ 1,152 $ 651
Add: Debenture interest and amortization
expense, net of income taxes 104 122
------- -------
Adjusted net income for fully diluted
earnings per common share $ 1,256 $ 773
======= =======
COMPUTATION OF ADJUSTED WEIGHTED AVERAGE
SHARES OUTSTANDING:
Weighted average shares outstanding 12,747 12,331
Add: Effect of options and warrants outstanding 1,627 1,152
------- -------
Weighted average shares and common share
equivalents used for computation of primary
earnings per common share 14,374 13,483
Add: Effect of additional options and warrants
outstanding for fully diluted computation 443 --
Add: Shares assumed to be issued upon
conversion of debentures 1,552 1,775
------- -------
Weighted average shares and common share
equivalents used for computation of fully
diluted earnings per common share 16,369 15,258
======= =======
NET INCOME PER COMMON SHARE AND COMMON
SHARE EQUIVALENT:
Primary $ .08 $ .05
======= =======
Fully diluted $ .08 $ .05
======= =======
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
THE SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
CONSOLIDATED FINANCIAL STATEMENTS FOR THE THREE MONTHS ENDED SEPTEMBER 30, 1997
AND IS QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> JUN-30-1998
<PERIOD-END> SEP-30-1997
<CASH> 1,070,000
<SECURITIES> 187,000
<RECEIVABLES> 19,453,000
<ALLOWANCES> 460,000
<INVENTORY> 26,591,000
<CURRENT-ASSETS> 50,245,000
<PP&E> 46,221,000
<DEPRECIATION> 26,229,000
<TOTAL-ASSETS> 91,071,000
<CURRENT-LIABILITIES> 26,695,000
<BONDS> 1,504,000
0
0
<COMMON> 1,418,000
<OTHER-SE> 43,096,000
<TOTAL-LIABILITY-AND-EQUITY> 91,071,000
<SALES> 23,885,000
<TOTAL-REVENUES> 23,885,000
<CGS> 15,673,000
<TOTAL-COSTS> 21,277,000
<OTHER-EXPENSES> 83,000
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 723,000
<INCOME-PRETAX> 1,802,000
<INCOME-TAX> 650,000
<INCOME-CONTINUING> 1,152,000
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,152,000
<EPS-PRIMARY> .08
<EPS-DILUTED> .08
</TABLE>
