UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------------
FORM 10-Q
QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF
THE SECURITIES AND EXCHANGE ACT OF 1934
For the quarter ended June 26, 1998 Commission file No. 1-10585
--------------------------
CHURCH & DWIGHT CO., INC.
(Exact name of registrant as specified in its charter)
Delaware 13-4996950
(State of incorporation) (I.R.S. Employer Identification No.)
469 North Harrison Street, Princeton, N.J. 08543-5297
(Address of principal executive office) (Zip Code)
Registrant's telephone number, including area code: (609) 683-5900
--------------------------
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 July 24, 1998, there were 19,418,623 shares of Common Stock outstanding.
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
1 of 12
<PAGE>
PART I - FINANCIAL INFORMATION
------------------------------
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
-------------------------------------------------------
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
----------------------------------------------------
June 26, June 27, June 26, June 27,
(In thousands, except per share data) 1998 1997 1998 1997
----------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net Sales $173,534 $141,850 $325,545 $271,471
Cost of sales 98,942 81,069 186,762 155,830
----------------------------- ------------------------------
Gross profit 74,592 60,781 138,783 115,641
Selling, general and administrative expenses 66,755 52,231 122,492 100,911
Sale of Technology (3,500) - (3,500) -
----------------------------- ------------------------------
Income from Operations 11,337 8,550 19,791 14,730
Equity in earnings of affiliates 1,739 1,594 2,963 3,010
Investment income 281 393 590 808
Other income/(expense) (169) 1,107 (135) 1,397
Interest expense (600) (87) (1,172) (169)
----------------------------- ------------------------------
Income before taxes 12,588 11,557 22,037 19,776
Income taxes 4,715 4,277 8,268 7,269
----------------------------- ------------------------------
Net Income 7,873 7,280 13,769 12,507
Retained earnings at beginning of period 201,192 185,152 197,622 182,069
----------------------------- ------------------------------
209,065 192,432 211,391 194,576
Dividends paid 2,329 2,144 4,655 4,288
----------------------------- ------------------------------
Retained earnings at end of period $206,736 $190,288 $206,736 $190,288
----------------------------------------------------------------------------------------------------------------------
----------------------------------------------------------------------------------------------------------------------
Weighted average shares outstanding - Basic 19,398 19,480 19,397 19,478
Weighted average shares outstanding - Diluted 20,064 19,924 19,990 19,919
----------------------------------------------------------------------------------------------------------------------
Earnings Per Share:
Net income per share - Basic $.41 $.37 $.71 $.64
Net income per share - Diluted $.39 $.37 $.69 $.63
----------------------------------------------------------------------------------------------------------------------
Dividends Per Share: $.12 $.11 $.24 $.22
----------------------------------------------------------------------------------------------------------------------
</TABLE>
2 of 12
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
---------------------------
<TABLE>
<CAPTION>
June 26, December 31,
1998 1997
------------ ---------------
(Dollars in thousands) (Unaudited)
-------------------------------------------------------------------------------- --------------- ---------------
Assets
-------------------------------------------------------------------------------- --------------- ---------------
<S> <C> <C>
Current Assets
Cash and cash equivalents $15,239 $ 14,949
Short-term investments 2,997 3,993
Accounts receivable, less allowances of $1,366 and $1,532 75,629 49,566
Inventories (Note 2) 64,983 61,275
Current portion of note receivable 4,304 4,131
Deferred income taxes 10,183 9,802
Prepaid expenses 5,963 5,727
--------------- ---------------
Total Current Assets 179,298 149,443
-------------------------------------------------------------------------------- --------------- ---------------
Property, Plant and Equipment (Note 3) 149,662 142,343
Note Receivable from Joint Venture 4,673 6,869
Equity Investment in Affiliates 27,145 26,871
Long-Term Supply Contract 2,506 2,775
Intangibles and Other Assets 28,018 22,713
-------------------------------------------------------------------------------- --------------- ---------------
Total Assets $391,302 $351,014
-------------------------------------------------------------------------------- --------------- ---------------
Liabilities and Stockholders' Equity
-------------------------------------------------------------------------------- --------------- ---------------
Current Liabilities
Short-term borrowings $ 33,500 $ 32,000
Accounts payable and accrued expenses 100,994 92,090
Current portion of long-term debt 1,027 685
Income taxes payable 3,233 1,456
--------------- ---------------
Total Current Liabilities 138,754 126,231
-------------------------------------------------------------------------------- --------------- ---------------
Long-Term Debt 24,973 6,815
Deferred Income Taxes 21,272 20,578
Deferred Liabilities 5,655 3,786
Nonpension Postretirement and Postemployment Benefits 14,450 14,263
Commitments and Contingencies
Stockholders' Equity
Preferred Stock - $1 par value
Authorized 2,500,000 shares, none issued - -
Common Stock - $1 par value
Authorized 100,000,000 shares, issued 23,330,494 shares 23,330 23,330
Additional paid-in capital 34,933 34,097
Retained earnings 206,736 197,622
Cumulative translation adjustments (692) (591)
--------------- ---------------
264,307 254,458
Less common stock in treasury, at cost-
3,923,471 shares in 1998 and 3,893,155 shares in 1997 (77,560) (74,568)
Due from officers (549) (549)
-------------------------------------------------------------------------------- --------------- ---------------
Total Stockholders' Equity 186,198 179,341
-------------------------------------------------------------------------------- --------------- ---------------
Total Liabilities and Stockholders' Equity $391,302 $351,014
-------------------------------------------------------------------------------- --------------- ---------------
</TABLE>
3 of 12
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOW
------------------------------------
(Unaudited)
<TABLE>
<CAPTION>
Six Months Ended
-----------------------
June 26, June 27,
(Dollars in thousands) 1998 1997
- ------------------------------------------------------------------------------------ ------------ -----------
Cash Flow From Operating Activities
- ------------------------------------------------------------------------------------ ------------ -----------
<S> <C> <C>
Net Income $13,769 $12,507
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation, depletion and amortization 8,265 6,875
Deferred income taxes 313 121
Equity in income from affiliates (2,963) (3,010)
Other 56 (2)
Change in assets and liabilities:
Decrease/(increase) in short-term investments 996 (989)
(Increase) in accounts receivable (26,090) (8,346)
(Increase) in inventories (2,608) (3,578)
(Increase)/decrease in prepaid expenses (242) 199
Increase/(decrease) in accounts payable 8,961 (2,681)
Increase/(decrease) in income taxes payable 1,918 (193)
Increase in other liabilities 2,055 717
- ------------------------------------------------------------------------------------ ------------ -----------
Net Cash Provided By Operating Activities 4,430 1,620
Cash Flow From Investing Activities
- ------------------------------------------------------------------------------------ ------------ -----------
Additions to property, plant and equipment (13,206) (3,424)
Purchase of new product lines (7,035) -
Investment in affiliates - (10,358)
Distributions from unconsolidated affiliates 2,689 3,059
Purchase of other assets (1,526) -
Proceeds from repayment of notes receivable 2,023 -
- ------------------------------------------------------------------------------------ ------------ -----------
Net Cash (Used In) Investing Activities (17,055) (10,723)
Cash Flow From Financing Activities
- ------------------------------------------------------------------------------------ ------------ -----------
Short-term borrowing 1,500 -
Long-term borrowing 18,500 -
Payment of cash dividends (4,655) (4,288)
Proceeds from stock options exercised 2,026 1,129
Purchase of treasury stock (4,456) (2,434)
- ------------------------------------------------------------------------------------ ------------ -----------
Net Cash Provided By (Used In) Financing Activities 12,915 (5,593)
Net Change In Cash and Cash Equivalents 290 (14,696)
Cash And Cash Equivalents At Beginning Of Year 14,949 22,902
- ------------------------------------------------------------------------------------ ------------ -----------
Cash And Cash Equivalents At End Of Period $15,239 $8,206
- ------------------------------------------------------------------------------------ ------------ -----------
</TABLE>
4 of 12
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
(Unaudited)
1. The consolidated balance sheet as of June 26, 1998, the consolidated
statements of income and retained earnings for the three and six months ended
June 26, 1998 and June 27, 1997, and the consolidated statements of cash flow
for the six months ended June 26, 1998 and June 27, 1997 have been prepared by
the Company without audit. In the opinion of management, all adjustments (which
include only normal recurring adjustments) necessary to present fairly the
financial position, results of operations and cash flow at June 26, 1998 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 condensed or omitted. It is suggested that these condensed
consolidated financial statements be read in conjunction with the financial
statements and notes thereto included in the Company's December 31, 1997 annual
report to shareholders. The results of operations for the period ended June 26,
1998 are not necessarily indicative of the operating results for the full year.
<TABLE>
<CAPTION>
2. Inventories consist of the following: June 26, Dec. 31,
(in thousands) 1998 1997
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C>
Raw materials and supplies $17,200 $16,848
Finished goods 47,783 44,427
---------------------------------------
$64,983 $61,275
- -----------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
3. Property, Plant and Equipment consist of the following: June 26, Dec. 31,
(in thousands) 1998 1997
- -----------------------------------------------------------------------------------------------------------
<S> <C> <C>
Land $3,253 $3,258
Buildings and improvements 68,077 68,075
Machinery and equipment 167,190 165,174
Office equipment and other assets 17,970 13,355
Mineral rights 5,931 5,931
Construction in progress 11,344 3,304
-----------------------------------------
273,765 259,097
Less accumulated depreciation and amortization 124,103 116,754
-----------------------------------------
Net Property, Plant and Equipment $149,662 $142,343
- -------------------------------------------------------------------------------------------------------------
</TABLE>
5 of 12
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
------------------------------------------
(Unaudited)
4. Equity Investment In Joint Venture
The following table reflects summarized financial information for the Armand
Products Company joint venture. The Company accounts for its 50 percent interest
in the joint venture under the equity method. Product and services are provided
to the Armand Products Company by the joint venture partners at cost. As a
result, the following information would not be indicative of the financial
position or results of operation had the joint venture operated on a stand-alone
basis.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
--------------------- -------------------
June 26, June 27, June 26, June 27,
(in thousands) 1998 1997 1998 1997
- -------------------------------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
Net sales $10,653 $10,724 $19,895 $20,862
Gross profit 3,894 4,074 7,108 7,508
Net income 3,147 3,220 5,571 5,826
Company's share in net income 1,573 1,610 2,785 2,913
Elimination of Company's share of intercompany
interest expense 100 114 210 227
------------------------- ----------------------
Equity in joint venture income $1,673 $1,724 $2,995 $3,140
- -------------------------------------------------------------------------------------------------------------------------
</TABLE>
5. Earnings Per Share
Basic EPS is calculated based on income available to common shareholders and the
weighted-average number of shares outstanding during the reported period.
Diluted EPS includes additional dilution from potential common stock issuable
pursuant to the exercise of stock options outstanding. Prior year amounts have
been restated to conform with Statement of Financial Accounting Standards No.
128 "Earnings Per Share".
6. Accounting Change
During the first quarter of 1998, the Company adopted AICPA Statement of
Position 98-1 "Accounting for the Costs of Computer Software Developed or
Obtained for Internal Use". The SOP requires companies to capitalize certain
costs of developing computer software. The effect was an increase of net income
for the second quarter and six month periods of approximately $.8 million or
$.04 per basic share and $2.7 million or $.14 per basic share, respectively. Had
the SOP been applicable for 1997, the effect on net income for the quarter and
six month periods ended June 27, 1997 would have been approximately $.7 million
or $.04 per basic share and $1.1 million or $.06 per basic share, respectively.
7. Acquisitions
On January 26, 1998, the Company's Brotherton Speciality
Products subsidiary purchased Kingston Chemical Ltd., a supplier of specialty
chemicals for approximately $1.7 million.
On January 29, 1998, the Company closed on its previously announced acquisition
of TOSS N' SOFT Dryer Sheets from The Dial Corporation for approximately $5.3
million.
6 of 12
<PAGE>
8. Subsequent Event
On July 15, 1998, the Company purchased from the Fluid Packaging Co., Inc., a
manufacturing facility and machinery located in Lakewood, New Jersey for
approximately $9.0 million. In addition, the Company loaned to Fluid Packaging
$3.0 million at an interest rate of 8% per annum. The note is payable no later
than July 15, 1999, and is secured by a pledge of and security interest in 65%
of the capital stock of Allied Mexico, S.A. de C.V., a wholly-owned subsidiary
of Fluid Packaging.
9. Comprehensive Income
During June 1997, the Financial Accounting Standards Board issued Statement of
Financial Accounting Standards No. 130, "Reporting Comprehensive Income". The
statement was effective for fiscal years beginning after December 15, 1997 and
establishes standards for the reporting and displaying of comprehensive income.
The following table presents the Company's Comprehensive Income for the three
and six month periods ending June 26, 1998 and June 27, 1997.
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
June 26, June 27, June 26, June 27,
(in thousands) 1998 1997 1998 1997
- --------------------------------------------------------------------------------- -------------------------
<S> <C> <C> <C> <C>
Net Income $7,873 $7,280 $13,769 $12,507
Other Comprehensive Income, net of tax:
Foreign exchange translation adjustments (163) 73 (62) (100)
---------------------- ----------------------
Comprehensive Income $7,710 $7,353 $13,707 $12,407
- -----------------------------------------------------------------------------------------------------------------
</TABLE>
10. Contingencies
The Company, in the ordinary course of its business, is the subject of, or a
party to, various pending or threatened legal actions. The Company believes that
any ultimate liability arising from these actions will not have a material
adverse effect on its consolidated financial statements.
7 of 12
<PAGE>
MANAGEMENT'S DISCUSSION AND ANALYSIS
Results of Operations
- ---------------------
For the quarter ended June 26, 1998, net income was $7.9 million, equivalent to
basic earnings of $.41 per share from $7.3 million or $.37 per share, in last
year's second quarter. Diluted earnings were $.39 per share compared to $.37 per
share last year. For the first six months of 1998, net income was $13.8 million
or basic earnings of $.71 per share compared to $12.5 million or $.64 per share
last year. Diluted earnings were $.69 per share compared to $.63 per share last
year.
Net sales for the quarter were $173.5 million, a $31.7 million or 22.3% increase
versus last year. The increase is primarily a result of the launch of two new
major consumer products, ARM & HAMMER SUPER SCOOP(TM) Clumping Litter, in late
1997 and ARM & HAMMER DENTAL CARE(TM) Gum, in early 1998. It also includes the
sales of BRILLO(R) Soap Pads and certain other brands acquired in late 1997.
With regard to established brands, sales of deodorizer products were higher but
sales of personal care products were lower. Specialty Products sales were
slightly higher with particular strength in the animal nutrition area.
Net Sales for the first six months of 1998 were $325.5 million, $54.1 million or
19.9% ahead of 1997. The aforementioned new products were also the main reason
for the six month increase. Within the established products, higher laundry and
deodorizer products sales were offset by lower sales of personal products.
Specialty Products sales were slightly higher.
The Company's gross margin was 43.0% and 42.6% for the quarter and six month
period, respectively. This compares with 42.8% and 42.6% for the same periods of
last year. This change is due to lower manufacturing costs offset by a less
favorable sales mix.
Selling, general and administrative expenses increased $14.5 million in the
current quarter and $21.6 million for the six month period. Selling expenses for
the quarter were higher primarily due to support of new products, namely ARM &
HAMMER DENTAL CARE Gum, ARM & HAMMER SUPER SCOOP Clumping Litter and BRILLO Soap
Pads, partially offset by lower costs for personal products. General and
administrative expenses for the quarter increased primarily as a result of
higher information systems and personnel related costs. Selling, general and
administrative expenses increased for the six months for the same reasons as the
current quarter.
During the quarter, the Company recognized a one-time gain as it sold research
and development technology for $3.5 million.
The Company's joint venture, Armand Products Company, saw sales and earnings
virtually unchanged for the current quarter versus last year. For the six month
period, both sales and earnings were 5% lower versus the same period of last
year.
Interest expense increased versus last year as a result of an increase in both
short-term and long-term debt to finance the purchase of new product lines and
capital expenditures associated with software capitalization and the Green River
plant modernization project. Investment income decreased due to having a lower
amount of average cash available for investment. Other income and expense is
lower primarily as a result of a settlement from a class action suit against the
Carbon Dioxide supply industry in 1997.
The effective tax rate for the first half was 37.5%, up from 36.8% from last
year. The increase in the rate is the result of utilizing foreign operating loss
carry-forwards in 1997.
Liquidity and Capital Resources
- -------------------------------
The Company considers cash and short-term investments as the principal
measurement of its liquidity. At June 26, 1998, cash, including cash equivalents
and short-term investments totaled $18.2 million as compared to $18.9 million at
December 31, 1997.
8 of 12
<PAGE>
During the first half of 1998, the Company generated $4.4 million of positive
cash flow from operating activities, after changes in working capital including
increases in accounts receivable and inventories, increased debt by $20.0
million, received $2.7 million in distributions from its affiliates, received
$2.0 million for stock options exercised and received $2.0 million for the
repayment of notes receivable. Significant expenditures include additions to
property, plant and equipment of $13.2 million (including the earlier mentioned
software capitalization), the purchase of new product lines of $7.0 million, the
purchase of treasury stock of $4.5 million and the payment of cash dividends of
$4.7 million.
Year 2000 Compliance
- --------------------
During the second quarter, the Company completed and implemented a new
enterprise package which is year 2000 compliant. The expenditures incurred
during the first half of 1998 were approximately $4.0 million. The Company has
developed a program to modify the remainder of its systems. The remaining costs
are not expected to have a material adverse impact on the Company's cash flows
or financial position. The Company is planning on contacting vendors and others
on whom it relies to assure that their systems will be converted. However, there
can be no assurance that the systems of other companies will be timely converted
and there is no way to predict what impact, if any, this will have on the
Company's operations. Furthermore, no assurance can be given that any or all of
the Company's systems are or will be Year 2000 compliant, or that the ultimate
costs required to address the Year 2000 issue or the impact of any failure to
achieve substantial Year 2000 compliance will not have a material adverse effect
on the Company's financial condition.
9 of 12
<PAGE>
PART II - Other Information
---------------------------
Item 4. Results of Vote of Security Holders
-----------------------------------
The Company's Annual Meeting of Stockholders was held on May 7, 1998. The
following nominees were elected to the Company's Board of Directors for a term
of three years.
Nominee For Withhold
Robert H. Beeby 35,637,402 537,465
J. Richard Leaman, Jr. 35,646,602 528,265
Dwight C. Minton 35,592,730 582,137
John O. Whitney 35,646,080 528,787
The results of voting on the following additional items were as follows:
Approval of the appointment of Deloitte & Touche LLP as independent auditors
of the Company's 1998 financial statements.
For Against Abstained Broker Non-Votes
35,609,742 91,232 473,893 0
To consider and act upon a stockholder proposal requesting that the Board of
Directors take the steps necessary to provide for cumulative voting in the
election of Directors annually and not by class.
For Against Abstained Broker Non-Votes
5,861,973 27,797,922 733,964 1,780,938
The Approval of the stock option plan.
For Against Abstained Broker Non-Votes
31,634,419 3,967,204 573,244 0
Item 5. Other Information
-----------------
A duly executed proxy given in connection with the registrant's 1999 Annual
Meeting of Stockholders will confer discretionary authority on the proxies named
therein, or any of them, to vote at such meeting on any matter of which the
registrant does not have written notice on or before February 15, 1999, which
date is forty-five days before the date on which the registrant first mailed its
proxy materials for its 1998 Annual Meeting of Stockholders, without advice in
the registrant's proxy statement as to the nature of such matter.
Item 6. Exhibits and Reports on Form 8-K
--------------------------------
(a) Exhibits
(11) Computation of earnings per share
(b) No reports on Form 8-K were filed for the three months ended June
26, 1998.
10 of 12
<PAGE>
CHURCH & DWIGHT CO., INC. AND SUBSIDIARIES
EXHIBIT 11 - Computation of Earnings Per Share
(In thousands except per share amounts)
(Unaudited)
<TABLE>
<CAPTION>
Three Months Ended Six Months Ended
------------------------ ------------------------
June 26, June 27, June 26, June 27,
1998 1997 1998 1997
------------ ------------ ------------ ------------
<S> <C> <C> <C> <C>
BASIC:
Net Income $7,873 $7,280 $13,769 $12,507
Weighted average shares outstanding 19,398 19,480 19,397 19,478
Basic earnings per share $.41 $.37 $.71 $.64
DILUTED:
Net Income $7,873 $7,280 $13,769 $12,507
Weighted average shares outstanding 19,398 19,480 19,397 19,478
Incremental shares under stock option plans 666 444 593 441
------------ ------------ ------------ ------------
Adjusted weighted average shares outstanding 20,064 19,924 19,990 19,919
------------ ------------ ------------ ------------
Diluted earnings per share $.39 $.37 $.69 $.63
</TABLE>
11 of 12
<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 thereunto duly authorized.
CHURCH & DWIGHT CO., INC.
-------------------------
(REGISTRANT)
DATE: August 3, 1998 Zvi Eiref
---------------------------- -------------------------
ZVI EIREF
VICE PRESIDENT FINANCE AND
CHIEF FINANCIAL OFFICER
DATE: August 3, 1998 Gary P. Halker
---------------------------- -------------------------
GARY P. HALKER
VICE PRESIDENT, CONTROLLER AND
CHIEF INFORMATION OFFICER
12 of 12
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> JUN-26-1998
<CASH> 15,239
<SECURITIES> 2,997
<RECEIVABLES> 76,995
<ALLOWANCES> 1,366
<INVENTORY> 64,983
<CURRENT-ASSETS> 179,298
<PP&E> 273,765
<DEPRECIATION> 124,103
<TOTAL-ASSETS> 391,302
<CURRENT-LIABILITIES> 138,754
<BONDS> 6,473
0
0
<COMMON> 23,330
<OTHER-SE> 162,868
<TOTAL-LIABILITY-AND-EQUITY> 391,302
<SALES> 325,545
<TOTAL-REVENUES> 325,545
<CGS> 186,762
<TOTAL-COSTS> 186,762
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 100
<INTEREST-EXPENSE> 1,172
<INCOME-PRETAX> 22,037
<INCOME-TAX> 8,268
<INCOME-CONTINUING> 13,769
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 13,769
<EPS-PRIMARY> 0.71
<EPS-DILUTED> 0.69
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1000
<S> <C> <C> <C> <C>
<PERIOD-TYPE> 12-MOS 3-MOS 6-MOS 9-MOS
<FISCAL-YEAR-END> DEC-31-1995 DEC-31-1996 DEC-31-1996 DEC-31-1996
<PERIOD-START> JAN-01-1995 JAN-01-1996 JAN-01-1996 JAN-01-1996
<PERIOD-END> DEC-31-1995 MAR-29-1996 JUN-28-1996 SEP-30-1996
<CASH> 11,355 9,070 9,795 16,532
<SECURITIES> 5,027 5,021 5,048 5,017
<RECEIVABLES> 45,731 56,192 52,668 55,062
<ALLOWANCES> 1,304 1,290 1,339 1,316
<INVENTORY> 41,349 45,739 46,857 45,592
<CURRENT-ASSETS> 119,175 131,830 130,334 139,006
<PP&E> 239,900 240,940 242,403 243,719
<DEPRECIATION> 95,561 98,856 102,158 105,485
<TOTAL-ASSETS> 293,180 303,336 299,673 306,013
<CURRENT-LIABILITIES> 97,101 104,847 95,460 99,737
<BONDS> 7,500 7,500 7,500 7,500
0 0 0 0
0 0 0 0
<COMMON> 23,330 23,330 23,330 23,330
<OTHER-SE> 130,352 132,438 137,124 139,071
<TOTAL-LIABILITY-AND-EQUITY> 293,180 303,336 299,673 306,013
<SALES> 485,759 121,548 256,175 393,265
<TOTAL-REVENUES> 485,759 121,548 256,175 393,265
<CGS> 289,734 69,786 146,682 224,886
<TOTAL-COSTS> 289,734 69,786 146,682 224,886
<OTHER-EXPENSES> 3,987 0 0 0
<LOSS-PROVISION> 478 50 100 150
<INTEREST-EXPENSE> 1,255 135 243 317
<INCOME-PRETAX> 16,292 6,166 15,874 24,242
<INCOME-TAX> 6,140 2,318 5,895 9,065
<INCOME-CONTINUING> 10,152 3,848 9,979 15,177
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> 10,152 3,848 9,979 15,177
<EPS-PRIMARY> 0.52 0.20 0.51 0.78
<EPS-DILUTED> 0.51 0.20 0.51 0.77
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<RESTATED>
<MULTIPLIER> 1000
<S> <C> <C> <C> <C>
<PERIOD-TYPE> 12-MOS 3-MOS 6-MOS 9-MOS
<FISCAL-YEAR-END> DEC-31-1996 DEC-31-1997 DEC-31-1997 DEC-31-1997
<PERIOD-START> JAN-01-1996 JAN-01-1997 JAN-01-1997 JAN-01-1997
<PERIOD-END> DEC-31-1996 MAR-28-1997 JUN-27-1997 SEP-26-1997
<CASH> 22,902 18,358 8,206 7,709
<SECURITIES> 5,011 4,010 6,000 5,000
<RECEIVABLES> 43,315 49,912 51,665 61,463
<ALLOWANCES> 1,478 1,510 1,553 1,618
<INVENTORY> 48,887 53,887 52,419 57,948
<CURRENT-ASSETS> 135,519 143,108 135,123 149,201
<PP&E> 243,047 243,873 246,285 257,841
<DEPRECIATION> 104,676 107,888 111,221 114,519
<TOTAL-ASSETS> 307,971 312,056 312,284 351,580
<CURRENT-LIABILITIES> 98,754 98,258 95,799 130,843
<BONDS> 7,500 7,500 7,500 7,500
0 0 0 0
0 0 0 0
<COMMON> 23,330 23,330 23,330 23,330
<OTHER-SE> 141,982 145,623 148,732 153,040
<TOTAL-LIABILITY-AND-EQUITY> 307,971 312,056 312,284 351,580
<SALES> 527,771 129,621 271,471 417,799
<TOTAL-REVENUES> 527,771 129,621 271,471 417,799
<CGS> 306,047 74,761 155,830 238,991
<TOTAL-COSTS> 306,047 74,761 155,830 238,991
<OTHER-EXPENSES> 0 0 0 0
<LOSS-PROVISION> 401 50 100 150
<INTEREST-EXPENSE> 352 82 169 421
<INCOME-PRETAX> 33,171 8,219 19,776 30,397
<INCOME-TAX> 11,943 2,992 7,269 11,463
<INCOME-CONTINUING> 21,228 5,227 12,507 18,934
<DISCONTINUED> 0 0 0 0
<EXTRAORDINARY> 0 0 0 0
<CHANGES> 0 0 0 0
<NET-INCOME> 21,228 5,227 12,507 18,934
<EPS-PRIMARY> 1.09 0.27 0.64 0.97
<EPS-DILUTED> 1.08 0.26 0.63 0.95
</TABLE>
