<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, 1996
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. 0-8836
NUCLEAR METALS, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
MASSACHUSETTS 04-2506761
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
2229 MAIN STREET,
CONCORD, MASSACHUSETTS 01742
(ADDRESS OF PRINCIPAL EXECUTIVE OFFICES) (ZIP CODE)
(508) 369-5410
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
(FORMER NAME, FORMER ADDRESS AND 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 twelve 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 April 30, 1996 there were issued and outstanding 2,387,964 shares of the
Registrant's Common Stock.
<PAGE>
NUCLEAR METALS, INC. AND SUBSIDIARIES
FORM 10-Q
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1996
INDEX
PAGE
----
Part I. Financial Information 2
Item 1. Financial Statements
Consolidated Balance Sheets:
March 31, 1996 and September 30, 1995 3
Consolidated Statements of Income:
Three Months Ended March 31, 1996 and March 31, 1995 4
Consolidated Statements of Income:
Six Months Ended March 31, 1996 and March 31, 1995 5
Consolidated Statements of Cash Flow:
Six Months Ended March 31, 1996 and March 31, 1995 6
Notes to Consolidated Financial Statements 7
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations 8-12
Part II. Other Information 12
Item 6. Exhibits and Reports on Form 8-K 12
SIGNATURES 13
<PAGE>
PART I
ITEM 1. FINANCIAL STATEMENTS
PREPARATION OF FINANCIAL STATEMENTS
The financial statements included herein have been prepared by the Company
pursuant to the rules and regulations of the Securities and Exchange Commission
and are subject to year-end audit by independent public accountants. Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with generally accepted accounting principles have been
condensed or omitted pursuant to such rules and regulations. It is suggested
that the financial statements be read in conjunction with the financial
statements and notes included in the Company's most recent Annual Report on Form
10-K.
The information furnished reflects all adjustments which, in the opinion of
management, are necessary for a fair statement of results for the interim
periods. It also should be noted that results for the interim periods are not
necessarily indicative of the results expected for the full year.
-2-
<PAGE>
NUCLEAR METALS, INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
<TABLE>
<CAPTION>
(UNAUDITED)
MARCH 31, SEPTEMBER 30,
1996 1995
----------- -------------
<S> <C> <C>
ASSETS
Current Assets:
Cash and cash equivalents $ 1,094,000 $ 1,076,000
Restricted Cash 150,000 --
Marketable Securities -- 170,000
Accounts receivable, net of allowances
for doubtful accounts of $883,000 at
March 31, 1996 and
September 30, 1995 7,321,000 4,730,000
Inventories 14,998,000 17,468,000
Other current assets 464,000 343,000
----------- -----------
Total current assets 24,027,000 23,787,000
----------- -----------
Property, Plant and Equipment 45,899,000 45,766,000
Less accumulated depreciation 31,054,000 30,479,000
----------- -----------
Net property, plant and equipment 14,845,000 15,287,000
----------- -----------
Other assets 1,776,000 1,812,000
----------- -----------
$40,648,000 $40,886,000
----------- -----------
----------- -----------
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt $ 2,313,000 $ 2,405,000
Accounts payable and accrued expenses 6,377,000 5,516,000
----------- -----------
Total current liabilities 8,690,000 7,921,000
----------- -----------
Long term obligations 873,000 2,075,000
----------- -----------
Other long-term liabilities 3,493,000 3,645,000
----------- -----------
Stockholders' equity:
Common stock, par value $.10; authorized-
6,000,000 shares; 2,387,964 issued and
outstanding for March 31, 1996 and
for September 30,1995 239,000 239,000
Additional paid-in capital 14,226,000 14,226,000
Retained earnings 13,127,000 12,780,000
----------- -----------
Total stockholders' equity 27,592,000 27,245,000
----------- -----------
$40,648,000 $40,886,000
----------- -----------
----------- -----------
</TABLE>
-3-
<PAGE>
NUCLEAR METALS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE PERIODS ENDED:
(UNAUDITED)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
--------------------------
MARCH 31, MARCH 31,
1996 1995
----------- -----------
<S> <C> <C>
Net sales and contract revenues $10,021,000 $ 4,212,000
----------- -----------
Cost and expenses
Cost of sales 8,163,000 3,972,000
Selling, general and administrative 1,345,000 1,485,000
Research and development 226,000 110,000
----------- -----------
Total Cost and expenses 9,734,000 5,567,000
----------- -----------
Operating income (loss) 287,000 (1,355,000)
Other income 67,000 223,000
Interest expense, net (123,000) (107,000)
----------- -----------
Income (loss) before income taxes and
extraordinary item 231,000 (1,239,000)
Benefit for income taxes 7,000 939,000
Extinguishment of Debt, net of taxes of $10,000 -- 585,000
----------- -----------
Net income $ 238,000 $ 285,000
----------- -----------
----------- -----------
PER SHARE INFORMATION
Income/(loss) before extraordinary item 0.10 (0.13)
Gain on Extinguishment of Debt,
net of taxes of $10,000 -- 0.25
----------- -----------
Net income per common and common
equivalent share $ 0.10 $ 0.12
----------- -----------
----------- -----------
Weighted average number of common and
common equivalent shares outstanding 2,387,964 2,347,731
</TABLE>
-4-
<PAGE>
NUCLEAR METALS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
FOR THE PERIODS ENDED:
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
--------------------------
MARCH 31, MARCH 31,
1996 1995
----------- -----------
<S> <C> <C>
Net sales and contract revenues $16,692,000 $ 9,839,000
----------- -----------
Cost and expenses
Cost of sales 13,398,000 8,288,000
Selling, general and administrative 2,449,000 2,437,000
Research and development 360,000 248,000
----------- -----------
Total Cost and expenses 16,207,000 10,973,000
----------- -----------
Operating income (loss) 485,000 (1,134,000)
Other income 70,000 235,000
Interest expense, net (212,000) (216,000)
----------- -----------
Income (loss) before income taxes and
extraordinary item 343,000 (1,115,000)
Benefit for income taxes 4,000 936,000
Extinguishment of Debt, net of taxes of $10,000 -- 585,000
----------- -----------
Net income $ 347,000 $ 406,000
----------- -----------
----------- -----------
PER SHARE INFORMATION
Income/(loss) before extraordinary item 0.15 (0.08)
Gain on Extinguishment of Debt,
net of taxes of $10,000 -- 0.25
----------- -----------
Net income per common and common
equivalent share $ 0.15 $ 0.17
----------- -----------
----------- -----------
Weighted average number of common and
common equivalent shares outstanding 2,387,964 2,328,214
</TABLE>
-5-
<PAGE>
NUCLEAR METALS, INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
FOR THE PERIODS ENDED:
(UNAUDITED)
<TABLE>
<CAPTION>
SIX MONTHS ENDED
--------------------------
MARCH 31, MARCH 31,
1996 1995
----------- -----------
<S> <C> <C>
Cash flows from operating activities:
Net income $ 347,000 $ 406,000
Adjustments to reconcile net income
to net cash provided (used) by operating
activities:
Depreciation and amortization 712,000 778,000
Changes in assets and liabilities, net
(Increase) decrease in accounts receivable (2,591,000) 287,000
(Increase) decrease in other current assets -- --
(Increase) decrease in deferred income tax benefit -- --
(Increase) decrease in inventories 2,470,000 (504,000)
Increase (decrease) in accounts payable
and accrued expenses 860,000 146,000
Gain on sale of building (75,000) (175,000)
Changes in prepaid and deferred taxes (121,000) (187,000)
Changes in other long-term liabilities (152,000)
Other 36,000 (115,000)
----------- -----------
Net cash provided (used) by operating activities 1,486,000 636,000
----------- -----------
Cash flows from investing activities:
Capital expenditures, net (368,000) (422,000)
(Purchase) Sale of Marketable Securities 171,000 218,000
Proceeds from sale of Property, Plant & Equipment 172,000 487,000
Other -- --
----------- -----------
Net cash provided (used) in investing activities (25,000) 283,000
----------- -----------
Cash flows from financing activities:
Total payments of debt, gross (2,644,000) (916,000)
Proceeds from debt 1,351,000 (532,000)
(Purchases) issuances of common stock -- 359,000
Cash Dividends -- --
----------- -----------
Net cash provided (used) in financing activities (1,293,000) (1,089,000)
----------- -----------
Net increase (decrease) in cash and equivalents 168,000 (170,000)
Cash and equivalents at beginning of the period 1,076,000 1,213,000
----------- -----------
Cash and equivalents at end of the period $ 1,244,000 $ 1,043,000
----------- -----------
----------- -----------
Supplemental disclosures of cash flow information:
Cash paid during the period for:
Interest, net of amounts capitalized $ 216,000 $ 16,000
Income taxes $ -- $ --
</TABLE>
-6-
<PAGE>
NOTES
1. The significant accounting policies followed by the Company in preparing
its consolidated financial statements are set forth in Note (3) to such
financial statements included in Form 10-K for the fiscal year ended September
30, 1995.
2. Inventories are stated at the lower of cost (first-in, first-out) or
market, and include labor, materials, and overheads for manufacturing and
engineering. Inventories at March 31, 1996 and September 30, 1995 consist of:
<TABLE>
<CAPTION>
MARCH 31, SEPTEMBER 30,
1996 1995
----------- -------------
<S> <C> <C>
Work-in process $11,193,000 $13,942,000
Raw materials 3,088,000 2,794,000
Spare parts 717,000 732,000
----------- -----------
$14,998,000 $17,468,000
----------- -----------
----------- -----------
</TABLE>
-7-
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
SECOND QUARTER FISCAL 1996 COMPARED WITH SECOND QUARTER FISCAL 1995
Net sales increased by $5,809,000 or 138% to $ 10,021,000 in the second
quarter of fiscal 1996. Sales in the Uranium Services & Recycle industry
segment increased by $989,000 or 93%. The increase in Uranium Services &
Recycle industry segment sales was mainly due to increased sales volume of
depleted uranium. Sales in the Specialty Metal Products industry segment
increased by $344,000 or 11%, largely due to increased sales of beryllium
products. Sales in the Penetrator industry segments increased by $4,476,000.
The increase in the Penetrator segment was mainly due to an increase in large
caliber sales.
Gross profit in the second quarter increased by $1,618,000 or 674% to
$1,858,000. The increase in gross profit was primarily the result of higher
volume related margins during fiscal 1996 and an increase in inventory
reserves of $575,000 in fiscal 1995. As a percentage of sales, gross profit
was 19% as compared to 6% for the second quarter of fiscal 1995.
Selling, general and administrative expenses decreased by $140,000 or 9% as
compared to the second quarter of fiscal 1995. The decrease was the result of
higher legal and audit costs during the second quarter of fiscal 1995 which
were primarily associated with debt restructuring and the sale of an office
building in Acton, Massachusetts. As a percentage of sales, selling, general
and administrative expenses decreased to 13% as compared to 35% for the same
period a year earlier.
Other income decreased by $156,000 to $67,000, compared to $223,000 for the
second quarter of fiscal 1995. This decrease was primarily due to a gain
received from the Company's sale of an office building in Acton, Massachusetts
during second quarter of fiscal 1995.
Interest expense increased by $16,000 to $123,000, from $107,000 for the
same period a year earlier. This increase was primarily the result of the
Company's higher levels of outstanding debt during the second quarter of
fiscal 1996 as compared to the second quarter of fiscal 1995.
Income taxes benefited during the second quarter of fiscal 1995 and fiscal
1996 were at an effective rate of 2%. The income taxes benefited during the
second quarter of fiscal 1995 also included a tax refund of $918,000.
-8-
<PAGE>
SIX MONTHS FISCAL 1996 COMPARED WITH SIX MONTHS FISCAL 1995
Net sales increased by $6,853,000 or 70% to $16,692,000 in the first six
months of fiscal 1996. Sales in the Uranium Services & Recycle industry segment
increased by $1,380,000 or 56%. The increase in the Uranium Services & Recycle
industry segment was due primarily to increased production volumes of depleted
uranium. Sales in the Specialty Metal Products industry segment increased by
$608,000 or 10%, due to increased sales of beryllium products. Sales in the
Penetrator segment increased by $4,866,000 or 359%, mainly due to higher large
caliber sales.
Gross profit increased by $1,743,000 or 112% to $3,294,000. The increase
in gross profit was primarily the result of higher volume related margins.
As a percentage of sales, gross profit was 20% as compared to 16% for the
first six months of fiscal 1995.
Selling, general and administrative expenses increased by $12,000 or 1% as
compared to the first six months of fiscal 1995. As a percentage of sales,
selling, general and administrative expenses decreased to 15%, as compared to
25% for the same period a year earlier.
Other income decreased by $165,000 to $70,000, compared to $235,000 for the
same period in fiscal 1995. This decrease was primarily due to a gain received
on the sale of an office building in Acton, Massachusetts during the second
quarter of fiscal 1995.
Interest expense decreased by $4,000 to $212,000 from $216,000 for the same
period a year earlier.
Income taxes during the first six months of fiscal 1996 and 1995 were at an
effective rate of 2%. The Company has significant unrecognized net operating
loss carryforwards resulting in a minimal effective tax rate.
-9-
<PAGE>
SECOND QUARTER FISCAL 1996 COMPARED WITH FIRST QUARTER FISCAL 1996
Net sales increased by $3,350,000, or 50% in the second quarter of fiscal
1996 as compared to the first quarter. Sales in the Uranium Services & Recycle
industry segment increased by $257,000 or 14%, due to increased sales of remelt
services. Sales in the Specialty Metal Products industry segment increased by
$314,000 or 10%, primarily due to increased sales of beryllium products. Sales
in the Penetrator industry segment increased by $2,779,000 or 161%, mainly due
to higher large caliber sales.
Gross profit increased by $423,000 or 30% to $1,858,000 for the second
quarter of fiscal 1996 compared to $1,435,000 for the first quarter. The
increase in gross profit was primarily the result of higher volume related
margins. As a percent of sales, gross profit was 19%, as compared to 22% for
the first quarter of fiscal 1996.
Selling, general and administrative expenses increased by $242,000 compared
to the first quarter of fiscal 1996. As a percentage of sales, selling, general
and administrative expenses decreased to 13% for the second quarter of fiscal
1996 as compared to 17% for the first quarter of fiscal 1996.
Income taxes during the second quarter of fiscal 1996 and the first quarter
of fiscal 1996 were at an effective rate of 2%.
-10-
<PAGE>
LIQUIDITY AND CAPITAL RESOURCES
Working capital at the end of the first six months of fiscal 1996 was
$15,337,000, a decrease of $529,000. During the period bank debt was reduced
by $1,294,000. Cash and investments at the end of the six month period were
$1,244,000, an increase of $168,000 due to cash generated from operations.
Capital spending will continue in support of facilities both in Concord,
Massachusetts and at Carolina Metals, Inc., the Company's Barnwell, South
Carolina subsidiary. The Company anticipates that this will require $957,000
during fiscal 1996.
During fiscal 1995, the Company manufactured penetrator blanks in
accordance with a contract option with a foreign customer without funding in
order to preserve critical skills within the operation. The Company expected
payment of $3,030,000 in September 1995 for work performed on penetrator
blanks for the foreign customer. On March 26, 1996 the foreign customer
entered into an agreement with the Company pursuant to which the foreign
customer agreed to pay for the penetrator blank order in three installments.
The first and second installments which totaled $1,000,000 and $1,500,000
were received by the Company on March 26, 1996 and April 24, 1996,
respectively. The remaining payment is due and payable on June 26, 1996.
The Company believes that receipt of payments totaling $2,500,000 from the
foreign customer addresses the basis for the going concern issues raised in
the auditors' report on the Company's 1995 financial statements and
alleviates the need for concern about the Company's ability to continue as a
going concern. On February 15, 1996, the Company and its commercial bank
amended the Forbearance and Amendment Agreement dated January 11, 1996 to
accommodate receipt of installment payments from the foreign customer instead
of a single payment.
-11-
<PAGE>
PART II
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
a. Exhibits:
27 Financial Data Schedule
10.1 First Amendment to Forbearance and Amendment Agreement
dated February 15, 1996 among Nuclear Metals, Inc., Carolina
Metals, Inc. and State Street Bank and Trust Company.
b. Reports on Form 8-K: The Company did not file any reports on Form 8-K
during the second quarter ended March 31, 1996.
-12-
<PAGE>
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) 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.
Nuclear Metals, Inc.
By /s/ Robert E. Quinn
--------------------------------------------------------
Robert E. Quinn, President
Chief Executive Officer
Date APRIL 30, 1996
--------------------------------------------------------
By /s/ James M. Spiezio
--------------------------------------------------------
James M. Spiezio, Vice President, Finance & Administration
Chief Financial Officer
Date APRIL 30, 1996
--------------------------------------------------------
By /s/ Rebecca L. Perry
--------------------------------------------------------
Rebecca L. Perry, Assistant Controller
Chief Accounting Officer
Date APRIL 30, 1996
--------------------------------------------------------
-13-
<PAGE>
Exhibit 10.1
FIRST AMENDMENT TO
FORBEARANCE AND AMENDMENT AGREEMENT
THIS FIRST AMENDMENT is made as of February 15, 1996 by and among NUCLEAR
METALS, INC., a Massachusetts corporation ("Nuclear Metals"), CAROLINA METALS,
INC., a Delaware corporation ("Carolina Metals", together with Nuclear Metals,
"Borrowers") and STATE STREET BANK AND TRUST COMPANY, an FDIC insured
Massachusetts chartered trust company ("Bank").
RECITALS
A. The Borrowers and Bank are parties to a certain Forbearance and
Amendment Agreement ("Forbearance Agreement") dated as of January 11, 1996, as
modified by a certain letter agreement dated January 31, 1996. Pursuant to the
Forbearance Agreement, among other things, the Bank granted the Borrowers a
limited waiver of their defaults under certain loan documents between the
parties and modified certain financial covenants set forth in such documents.
B. The Borrowers have requested the Bank to agree to certain
modifications to the Forbearance Agreement.
C. The Bank has agreed to such modifications, subject to the execution by
the Borrowers of this First Amendment.
NOW, THEREFORE, in consideration of the foregoing and for other good and
valuable consideration, the receipt and sufficiency of which are hereby
acknowledged, the parties hereto agree as follows:
1. Unless otherwise defined herein, capitalized terms used herein shall
have the meanings ascribed to them in the Forbearance Agreement.
<PAGE>
2. Section 4 of the Forbearance Agreement is amended by (a) replacing
"April 1, 1996" with "May 15, 1996", and (b) replacing the text of clause (a)
thereof with "the Borrowers and Palmetto Federal Savings Bank of South Carolina
("Palmetto") have not executed an amendment to the Subordination and
Intercreditor Agreement by and among the Bank, Palmetto and the Borrowers dated
as of November 29, 1995 which relates to Palmetto's secured $500,000 loan
("Palmetto Loan") to CMI, which amendment shall be in form and substance
satisfactory to the Bank".
3. Section 7 of the Forbearance Agreement is amended by (a) replacing
"protected" with "perfected" in clause (b) thereof, and (b) replacing "March 15,
1996" and "March 16, 1996" in clause (d) thereof with "April 30, 1996" and "May
1, 1996", respectively.
4. The text of Section 11 of the Forbearance Agreement is replaced with
the following language:
"Notwithstanding anything to the contrary contained in the Line of
Credit Agreement, as amended hereby, and without limiting the demand
nature of the "Line of Credit" (as defined therein), upon the earlier
to occur of the first installment payment by BAROD in respect of the
BAROD Sale and March 29, 1996, Nuclear Metals shall repay all
outstanding Line of Credit Advances (as defined in the Line of Credit
Agreement, as amended hereby), together with all accrued interest
thereon and all fees and expenses associated therewith. Upon the
earlier to occur of the second installment payment by BAROD in respect
of the BAROD Sale and April 30, 1996, Nuclear Metals shall (a)
purchase from the Bank a certificate or certificates of deposit in the
aggregate amount of $1,000,000, (b) pledge to the Bank a first
priority security interest therein to secure the Obligations, together
with any and all obligations of the Borrowers to the Bank now existing
or hereafter arising, (c) evidence such pledge by dating, executing
and delivering to the Bank a Security and Pledge Agreement in the form
attached to SCHEDULE I hereto or such other agreement as the Bank
requires, and (d) take all other actions
2
<PAGE>
requested by the Bank in connection with such pledge, including the
delivery to the Bank of a legal opinion from Borrowers' counsel
covering, among other things, the perfection of such pledge.".
5. Section 12 of the Forbearance Agreement is amended by replacing the
text of clause (c) thereof with "the earlier to occur of the third installment
payment by BAROD in respect of the BAROD Sale and June 30, 1996".
6. Section 17 of the Forbearance Agreement is amended by replacing
"February 15, 1996" with "March 5, 1996".
7. Other than with respect to the Events of Default and defaults
described in Section 4 of the Forbearance Agreement, all of the representations
and warranties made to the Bank in the Bond Documents and the Loan Documents are
true and accurate as of the date hereof (except as the same may relate to an
earlier date).
8. The Borrowers jointly and severally release, remise and forever
discharge the Bank in each of its past, present and future officers, directors,
stockholders, agents, employees, affiliates, attorneys, successors and assigns
of and from any and all claims, obligations, demands, causes of action,
counterclaims and defenses of any kind or nature whatsoever (including any
claims, counterclaims or defenses based on so-called lender liability), which
either or both of the Borrowers now has against the Bank and/or any of its past,
present and future officers, directors, stockholders, agents, employees,
affiliates, attorneys, successors and assigns, or ever had from the beginning of
the world to the date hereof.
9. Nuclear Metals agrees to the transfer of the Warrant to SSB
Investments, Inc.
3
<PAGE>
10. This First Amendment may be executed in two or more counterparts, each
of which shall be deemed one original, but all of which together constitute one
and the same instrument.
11. The Bank waives the obligations of the Borrowers pursuant to Section
1.09 of the Credit Agreement to pay audit and review fees and expenses which
have accrued through the date hereof.
12. This First Amendment shall be governed by and construed in accordance
with the laws of The Commonwealth of Massachusetts.
IN WITNESS WHEREOF, the parties hereto have executed this First Amendment
as a sealed instrument as of the first date above written.
NUCLEAR METALS, INC.
By: /s/ James Spiezio
----------------------
Name: James Spiezio
Title: VP of Finance
CAROLINA METALS, INC.
By: /s/ James Spiezio
----------------------
Name: James Spiezio
Title: VP of Finance
STATE STREET BANK AND
TRUST COMPANY
By: /s/ Kenneth J. Nooney
----------------------
Name: Kenneth J. Nooney
Title: Vice President
4
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> SEP-30-1996
<PERIOD-END> SEP-30-1996
<CASH> 1,244,000
<SECURITIES> 0
<RECEIVABLES> 7,321,000
<ALLOWANCES> 883,000
<INVENTORY> 14,998,000
<CURRENT-ASSETS> 24,027,000
<PP&E> 45,899,000
<DEPRECIATION> 31,054,000
<TOTAL-ASSETS> 40,648,000
<CURRENT-LIABILITIES> 8,690,000
<BONDS> 0
0
0
<COMMON> 239,000
<OTHER-SE> 27,353,000
<TOTAL-LIABILITY-AND-EQUITY> 40,648,000
<SALES> 16,692,000
<TOTAL-REVENUES> 16,692,000
<CGS> 13,398,000
<TOTAL-COSTS> 16,207,000
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 212,000
<INCOME-PRETAX> 343,000
<INCOME-TAX> (4,000)
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 347,000
<EPS-PRIMARY> .15
<EPS-DILUTED> .15
</TABLE>
