United States
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 September 30, 1994
OR
( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
For the transition period from __________________ to ________________
Commission file number 1-6352
JOHN H. HARLAND COMPANY
(Exact name of registrant as specified in its charter)
GEORGIA 58-0278260
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
2939 Miller Rd
Decatur, Georgia 30035
(Address of principal executive offices) (Zip code)
(404) 981-9460
(Registrant's telephone number, including area code)
(Not Applicable)
(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 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 ( ).
The number of shares of the Registrant's Common Stock outstanding on October
31, 1994 was 30,464,658.
<PAGE>
Item 1. FINANCIAL STATEMENTS
<TABLE>
JOHN H. HARLAND COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
ASSETS
------
<CAPTION>
September 30, December 31,
(In thousands) 1994 1993
- ---------------------------------------------------------------------- (Unaudited)
<S> <C> <C>
CURRENT ASSETS:
Cash and cash equivalents $ 11,534 $ 26,224
Accounts receivable 58,007 63,660
Inventories 24,257 26,000
Deferred income taxes 7,038 6,694
Other 13,733 12,317
---------- ----------
Total current assets 114,569 134,895
---------- ----------
INVESTMENTS AND OTHER ASSETS:
Investments 11,557 8,103
Goodwill and intangibles-net 111,415 54,053
Other 14,865 7,014
---------- ----------
Total investments and other assets 137,837 69,170
---------- ----------
PROPERTY, PLANT AND EQUIPMENT 330,059 305,042
Less accumulated depreciation
and amortization 169,370 152,656
---------- ----------
Property, plant and equipment - net 160,689 152,386
---------- ----------
Total $ 413,095 $ 356,451
========== ==========
<FN>
See Notes to Condensed Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>
JOHN H. HARLAND COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
LIABILITIES AND SHAREHOLDERS' EQUITY
------------------------------------
<CAPTION>
September 30, December 31,
(In thousands, except share amounts) 1994 1993
- ----------------------------------------------------------------------
(Unaudited)
<S> <C> <C>
CURRENT LIABILITIES:
Short-term debt $ 19,000 $ 4,000
Accounts payable - trade 12,323 8,690
Deferred revenues 15,879 135
Accrued liabilities:
Salaries, wages and employee benefits 15,466 15,458
Taxes 6,598 649
Other 14,970 15,047
---------- ----------
Total current liabilities 84,236 43,979
---------- ----------
LONG-TERM LIABILITIES:
Long-term debt, less current maturities 111,334 111,542
Deferred income taxes 5,222 6,393
Other 11,445 10,863
---------- ----------
Total long-term liabilities 128,001 128,798
---------- ----------
Total liabilities 212,237 172,777
---------- ----------
SHAREHOLDERS' EQUITY:
Series preferred stock, authorized 500,000
shares of $1.00 par value, none issued
Common stock - authorized 144,000,000
shares of $1.00 par value, issued
37,907,497 37,907 37,907
Additional paid-in capital 3,564 4,225
Foreign exchange translation adjustments 54 72
Retained earnings 341,838 325,323
---------- ----------
Total 383,363 367,527
Less 7,364,839 and 7,421,903 shares of
treasury stock - at cost 182,505 183,853
---------- ----------
Shareholders' equity - net 200,858 183,674
---------- ----------
Total $ 413,095 $ 356,451
========== ==========
<FN>
See Notes to Condensed Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>
JOHN H. HARLAND COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND RETAINED EARNINGS
FOR THE THREE AND NINE MONTH PERIODS ENDED SEPTEMBER 30, 1994 AND 1993
(Unaudited)
<CAPTION>
THREE MONTHS ENDED NINE MONTHS ENDED
(In thousands, except SEPTEMBER 30, SEPTEMBER 30,
per share amounts) 1994 1993 1994 1993
- ----------------------------------------------------------------------------------
<S> <C> <C> <C> <C>
NET SALES $ 129,154 $ 129,922 $ 390,949 $ 393,405
---------- ---------- ---------- ----------
COST AND EXPENSES:
Cost of sales 66,105 73,030 202,416 217,771
Selling, general and
administrative expenses 33,407 29,349 101,508 94,232
Employees' profit sharing 2,481 2,431 7,449 7,297
Amortization of intangibles 3,643 2,172 9,942 6,503
---------- ---------- ---------- ----------
Total 105,636 106,982 321,315 325,803
---------- ---------- ---------- ----------
INCOME FROM OPERATIONS 23,518 22,940 69,634 67,602
---------- ---------- ---------- ----------
OTHER INCOME (EXPENSES):
Interest expense (1,938) (673) (5,720) (1,544)
Other - net 236 (186) 803 65
---------- ---------- ---------- ----------
Total (1,702) (859) (4,917) (1,479)
---------- ---------- ---------- ----------
INCOME BEFORE INCOME TAXES 21,816 22,081 64,717 66,123
INCOME TAXES 8,683 8,763 25,757 25,559
---------- ---------- ---------- ----------
NET INCOME 13,133 13,318 38,960 40,564
RETAINED EARNINGS AT BEGINNING
OF PERIOD 336,199 314,583 325,323 303,249
---------- ---------- ---------- ----------
Total 349,332 327,901 364,283 343,813
Cash dividends 7,494 7,410 22,445 23,322
---------- ---------- ---------- ----------
RETAINED EARNINGS AT END OF PERIOD $ 341,838 $ 320,491 $ 341,838 $ 320,491
========== ========== ========== ==========
WEIGHTED AVERAGE SHARES OUTSTANDING 30,536 31,688 30,534 33,088
========== ========== ========== ==========
NET INCOME PER COMMON SHARE $ 0.43 $ 0.42 $ 1.28 $ 1.23
========== ========== ========== ==========
CASH DIVIDENDS PER COMMON
SHARE $ 0.245 $ 0.235 $ 0.735 $ 0.705
========== ========== ========== ==========
<FN>
See Notes to Condensed Consolidated Financial Statements.
</TABLE>
<PAGE>
<TABLE>
JOHN H. HARLAND COMPANY AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE NINE MONTH PERIODS ENDED SEPTEMBER 30, 1994 AND 1993
(Unaudited)
<CAPTION>
(In thousands) 1994 1993
- -----------------------------------------------------------------------------
<S> <C> <C>
OPERATING ACTIVITIES:
Net Income $ 38,960 $ 40,564
Adjustments to reconcile net income to
net cash provided by operating activities:
Depreciation and amortization 30,351 26,158
Other (661) 681
Change in assets and liabilities net of
effect of acquisitions:
Accounts receivable 9,349 (790)
Inventories and other current assets 1,641 4,632
Accounts payable and accrued expenses 6,492 7,964
---------- ----------
Net cash provided by operating activities 86,132 79,209
---------- ----------
INVESTING ACTIVITIES:
Purchases of property, plant and equipment (28,829) (17,715)
Proceeds from sale of property, plant and equipment 3,139 846
Change in short-term investments-net 98 (1,250)
Payment for acquisition of businesses,
net of cash acquired (59,303) (39,974)
Acquisition deposit 31,900
Long-term investments and other assets-net (8,944) (10)
---------- ----------
Net cash used in investing activities (93,839) (26,203)
---------- ----------
FINANCING ACTIVITIES:
Sale of common stock 2,991 3,645
Dividends paid (22,445) (23,322)
Purchase of treasury stock (2,303) (91,708)
Short-term borrowings 15,000 42,000
Other (226) (1,025)
---------- ----------
Net cash used in financing activities (6,983) (70,410)
---------- ----------
Decrease in cash and cash equivalents (14,690) (17,404)
Cash and cash equivalents at beginning of period 26,224 19,133
---------- ----------
Cash and cash equivalents at end of period $ 11,534 $ 1,729
========== ==========
<FN>
See Notes to Condensed Consolidated Financial Statements.
</TABLE>
<PAGE>
JOHN H. HARLAND COMPANY AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
September 30, 1994
(Unaudited)
1. Basis of Presentation
The condensed consolidated financial statements contained in this report
are unaudited but reflect all adjustments, consisting only of normal
recurring accruals, which are, in the opinion of management, necessary
for a fair presentation of the results of operations, financial position
and cash flows of the John H. Harland Company and subsidiaries ("the
Company") for the interim periods reflected. Certain information and
footnote disclosures normally included in financial statements prepared
in accordance with generally accepted accounting principles have been
omitted pursuant to applicable rules and regulations of the Securities
and Exchange Commission. The results of operations for the interim
period reported herein are not necessarily indicative of results to be
expected for the full year.
2. Accounting Policies
The condensed consolidated financial statements included herein should
be read in conjunction with the consolidated financial statements and
notes thereto, and the Independent Auditors' Report included in the
Company's Annual Report on Form 10-K for the year ended December 31,
1993.
Reference is made to the accounting policies of the Company described in
the notes to consolidated financial statements included in the Company's
Annual Report on Form 10-K for the year ended December 31, 1993. The
Company has consistently followed those policies in preparing this
report.
3. Acquisitions
On January 1, 1993, the Company completed the acquisition of
substantially all the net assets of the Denver-based Rocky Mountain Bank
Note Company ("RMBN") for cash of $37.9 million and acquisition related
costs of approximately $8.9 million. The purchase was funded through
short-term borrowings of $18.0 million and internally generated funds.
The acquisition has been accounted for as a purchase and, accordingly,
the acquired net assets and operations have been included in the
consolidated financial statements from the date of acquisition. Assets
acquired totaled $46.8 million, net of liabilities assumed of $2.0
million. Of the total acquisition costs, $25.7 million was allocated to
intangible assets of which $10.7 million represented goodwill.
On January 7, 1994, the Company acquired Marketing Profiles, Inc.
("MPI") for cash paid at closing and a contingent purchase payment
payable in 1997 to the former MPI shareholders. The contingent purchase
payment is based upon a multiple of MPI's 1996 operating results as
defined in the acquisition agreement. MPI is based in Orlando, Florida
and is a database marketing and consulting company which provides
software products and related marketing services to the financial
<PAGE>
industry.
On March 31, 1994, the Company acquired the net assets of FormAtion
Technologies, Inc. ("FTI") for cash paid at closing and a contingent
purchase payment payable in 1997 to the FTI shareholders. The contingent
purchase payment is based upon a multiple of FTI's operating results
during the three year period ending in 1996 as defined in the
acquisition agreement. FTI is based in Denver, Colorado and develops,
markets and supports lending and platform automation software for the
financial industry.
On September 30, 1994, the Company's wholly owned subsidiary, Scantron
Corporation, acquired the net assets of Financial Products Corporation
("FPC") for cash paid at closing. FPC is based in Omaha, Nebraska and is
a provider of installation, maintenance and repair services for a broad
variety of computers, peripherals, networks and operating systems. FPC
serves financial, commercial, government and medical markets.
The MPI, FTI and FPC acquisitions have been accounted for using the
purchase method of accounting and, accordingly, the results of
operations of each acquisition are included in the consolidated
financial statements from the date of acquisition. The cash paid for
these acquisitions totaled $64,150,000 which was funded with a portion
of the proceeds received in the December 1993 issuance of long-term
debt, proceeds from short-term borrowings and from internally generated
funds. Based on preliminary estimates, goodwill totaled $53,042,000
which will be amortized by the straight-line method over periods ranging
from 10 to 25 years. Subsequent contingent purchase payments will be
recorded as an increase in goodwill and will be amortized over the
remaining life of the goodwill at the time of payment.
The following pro forma financial information assumes the MPI, FTI and
FPC acquisitions occurred on January 1, 1993. These results include
certain adjustments, primarily increased amortization of intangible
assets, increased interest expense and other appropriate adjustments (in
thousands, except per share amounts):
Nine Months Ended September 30,
1994 1993
---------------------------------------------------------------------
Net sales $ 406,411 $ 422,350
Net income 39,055 39,932
Net income per common share 1.28 1.21
The pro forma financial information presented above does not purport to
be indicative of either the results of operations that would have
occurred had the acquisitions taken place at the beginning of the
periods presented or of future consolidated results of operations.
4. Investments
As of January 1, 1994, the Company adopted SFAS No. 115, entitled
"Accounting for Certain Investments in Debt and Equity Securities".
Investments classified as available for sale are carried at cost which
approximates market. The effect of adopting SFAS No. 115 was not
<PAGE>
significant to the Company's financial statements.
5. Accounting for Income Taxes
The provision for income tax expense for the nine months ended September
30, 1994 and 1993 includes the following (in thousands):
1994 1993
---------------------------------------------------------------------
Current provision $ 27,272 $ 28,444
Deferred benefit (1,515) (2,885)
--------- ---------
Total $ 25,757 $ 25,559
========= =========
On August 10, 1993, the Omnibus Budget Reconciliation Act of 1993 ("OBRA
'93") was signed into law by the President. The OBRA '93 increased the
corporate tax rate from 34% to 35% as well as made other changes to
corporate tax law. Pursuant to SFAS 109, the Company recorded the
cumulative effect of the changes on current and deferred income taxes as
a result of the OBRA '93 during the third quarter of 1993.
6. Employee Stock Plans
The Company has an Employee Stock Purchase Plan under which employees
are granted an option to purchase shares of the Company's common stock
during the quarter in which the option is granted. The option price is
85% of the fair market value of the stock at the beginning or end of the
quarter, whichever is lower. In the quarter ended September 30, 1994,
options representing 56,108 shares were exercised at a price of $17.69
per share. At September 30, 1994, there were 513,180 shares reserved for
purchase under the Employee Stock Purchase Plan.
The Company has incentive and non-qualified stock option plans ("Plans")
which provide for the granting of options to certain key employees of
the Company to purchase shares of the Company's common stock at the fair
market value of the common stock on the date of the grant. Option
transactions for the three months ended September 30, 1994 are as
follows:
Shares Exercise Price
-----------------------------------------------------------------------
Options outstanding at June 30, 1994 428,469 $ 11.59 - 26.25
Options exercised (1,180) 18.28
Options cancelled (3,250) 11.59 - 24.75
---------
Options outstanding at September 30, 1994 424,039 11.59 - 26.25
=========
The options generally become exercisable one year from the date of the
grant. At September 30, 1994, there were 310,789 options exercisable and
678,944 shares reserved for options under the Plans.
<PAGE>
7. Net Income Per Common Share
Net income per common share is based on the weighted average number of
common shares and common share equivalents outstanding during the peri-
od. Common share equivalents include the number of shares issuable upon
the exercise of the Company's stock options.
8. Inventories
Inventories consisted of the following (in thousands):
September 30, December 31,
1994 1993
-----------------------------------------------------------------------
Raw materials and semi-finished goods $ 20,289 $ 22,389
Finished goods 2,506 2,133
Hardware component parts 1,462 1,478
-------- --------
Total $ 24,257 $ 26,000
======== ========
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
Third Quarter 1994 compared with Third Quarter 1993
Consolidated net sales decreased $768,000 or 0.6% over the same period in
1993. The Company's Financial Services Group ("FSG") had a sales decrease of
$7,816,000 or 6.9% which consisted of a 10.8% decrease in units and a
positive price/mix of 3.9%. FSG units were impacted by the loss of business
with one large customer and by a reduction of business under contract with
another large customer, although the business retained was renewed at more
favorable pricing. The positive FSG price/mix is attributable to several
items including a general price increase effective in December 1993, the
previously mentioned loss of business which was priced at greater discount
than average and some favorably priced one-time conversion business which
was produced during the quarter. However, the price component of FSG's
price/mix continues to be under pressure due to competitive conditions in
the check printing industry. Sales for the Company's Data Services Group
("DSG") decreased $1,588,000 or 9.4% over 1993 primarily due to a decrease
in its sales to educational markets and lower sales in Europe. DSG's sales
in commercial markets increased primarily due to increased maintenance
services and other revenues related to new products and services which were
introduced during 1993 and 1994. The Company's Information Services Group
("ISG"), which consists of Marketing Profiles Inc. ("MPI") acquired in
January 1994 and FormAtion Technologies, Inc. ("FTI") acquired at the end of
March 1994, contributed $7,594,000 to consolidated net sales for the 1994
period. The Check Store, Inc. ("The Check Store"), which markets checks and
related products directly to consumers, began production operations during
the second quarter of 1994 and contributed slightly more than $1,000,000 to
the Company's consolidated sales for the third quarter.
Consolidated cost of goods sold decreased $6,925,000 or 9.5% from 1993 and
decreased as a percentage of sales from 56.2% in 1993 to 51.2% in 1994. As a
percentage of its sales, FSG's cost of goods improved from 57.2% in 1993 to
52.1% in 1994. The FSG margin improvement is attributable to cost reductions
gained from consolidations of imprint and base stock facilities. FSG is also
beginning to realize efficiency increases resulting from process improvement
efforts initiated in 1994. DSG's cost of goods sold declined as a percentage
of its sales from 49.5% in 1993 to 45.5% in 1994. Cost control improvements
and increases in sales of higher margin products are the primary reasons for
DSG's gross margin improvement. Cost of goods sold for ISG and The Check
Store totaled $4,139,000 for the 1994 third quarter.
Consolidated selling, general and administrative expense increased by
$4,058,000 or 13.8%, and increased as a percentage of sales from 22.6% in
1993 to 25.9% in 1994. Major components of the increase were expenses from
acquired operations (MPI and FTI) as well as marketing costs associated with
The Check Store.
Amortization of intangibles, principally resulting from acquisitions,
increased $1,471,000 or 67.7%, and increased as a percentage of sales from
<PAGE>
1.7% in 1993 to 2.8% in 1994. This increase is attributable to the
acquisitions of MPI and FTI in January 1994 and March 1994, respectively.
Other income (expense) increased from a net expense of $859,000 in 1993 to a
net expense of $1,702,000 in 1994. This increase is principally due to
interest expense associated with the Company's issuance of $100,000,000 in
long-term debt in December 1993 at an annual interest rate of 6.6%.
Income before income taxes decreased $265,000 or 1.2% and decreased as a
percentage of sales from 17.0% in 1993 to 16.9% in 1994. The Company's
consolidated effective income tax rate for the 1994 period was 39.8%
compared to 39.7% in 1993.
Year to Date 1994 compared with Year to Date 1993
Consolidated net sales decreased $2,456,000 or 0.6% over the same period in
1993. FSG sales decreased $21,878,000 or 6.2% which consisted of a unit
decrease of 8.2% and a positive price/mix of 2.0%. The loss of several
former Rocky Mountain Bank Note ("RMBN") accounts, which had been
anticipated when the Company acquired RMBN in January 1993, in addition to
the reasons previously discussed in the analysis of the third quarter
results are the primary reasons for the FSG unit decrease. DSG sales
decreased $450,000 or 1.1% when compared to the 1993 period. ISG and the
Check Store contributed $19,872,000 to consolidated net sales for the 1994
period.
Consolidated cost of goods sold decreased $15,355,000 or 7.1% from the same
period in 1993 and as a percentage of sales decreased from 55.4% in 1993 to
51.8% in 1994. FSG's cost of goods sold decreased as a percentage of its
sales from 55.6% in 1993 to 52.0% in 1994. DSG experienced an improvement in
cost of goods sold as a percentage of its sales, from 51.9% in 1993 to 50.0%
in 1994. Cost of goods sold for ISG and The Check Store totaled $9,899,000
for the 1994 period.
Consolidated selling, general and administrative expense increased by
$7,276,000 or 7.7%, and increased as a percentage of sales from 24.0% in
1993 to 26.0% in 1994. Major components of the increase were expenses
resulting from acquired operations (MPI and FTI) as well as marketing costs
associated with The Check Store. These increases were offset by FSG's
decreased selling, general and administrative expenses primarily as a result
of the consolidation of selling and administrative functions of RMBN.
Principally due to the acquisitions of MPI and FTI, amortization of
intangibles increased $3,439,000 over 1993 and increased as a percentage of
sales from 1.7% in 1993 to 2.5% in 1994.
Other income (expense) increased from a net expense of $1,479,000 in 1993 to
a net expense of $4,917,000 in 1994. This increase is principally due to
interest expense associated with the Company's issuance of $100,000,000 in
long-term debt in December 1993 at an annual interest rate of 6.6%.
Income before income taxes decreased $1,406,000 or 2.1% and decreased as a
percentage of sales from 16.8% in 1993 to 16.6% in 1994. The consolidated
effective tax rate for the 1994 period was 39.8% versus 38.7% in 1993. The
primary factors contributing to the increase in the consolidated effective
<PAGE>
income tax rate are impacts of OBRA '93, along with certain non-deductible
amortization of intangible assets associated with acquired businesses.
FINANCIAL CONDITION, CAPITAL RESOURCES AND LIQUIDITY
Cash flows from operating activities for the nine month period ended
September 30, 1994 totaled $86,132,000 compared to $79,209,000 for the
comparable period in 1993. At September 30, 1994 the Company had $30,333,000
in consolidated working capital including $11,534,000 of cash and cash
equivalents. Cash and cash equivalents decreased by $14,690,000 during the
first nine months of 1994.
Primary uses of funds during the nine month period ended September 30, 1994
were to acquire MPI, FTI and FPC, expenditures for property, plant and
equipment and disbursements of dividends to the Company's shareholders.
Additionally, the Company made an equity investment of $2,000,000 in
Bottomline Technologies, Inc., a New Hampshire-based company which is a
leading provider of desktop laser software and hardware for issuing magnetic
ink encoded financial documents.
Purchases of property, plant and equipment totaled $28,829,000 for the nine
month period ended September 30, 1994, compared with $17,715,000 for the
comparable period in 1993. This increase is primarily attributable to
equipment purchased to improve FSG production processes and a property
located in Denver, Colorado. The Company estimates that its capital
expenditures will exceed $30 million for the 1994 year.
At September 30, 1994, $15,000,000 in borrowing was outstanding under the
Company's unsecured lines of credit. The Company has unsecured lines of
credit which provide for borrowing up to $111.0 million.
The Company believes that funds from operations and available amounts under
its lines of credit will be sufficient to meet anticipated requirements for
working capital, dividends, capital expenditures and other corporate needs,
and management is not aware of any condition that would materially alter
this trend. The Company also believes that it possesses sufficient unused
debt capacity to pursue additional acquisition opportunities should they
avail themselves to the Company.
<PAGE>
PART II. OTHER INFORMATION
===========================
Item 6. Exhibits and Reports on Form 8-K.
(a) Exhibits
Reference No. Description of Exhibit
- ----------------------------------------------------------------------
27 Financial Data Schedule
(b) Reports on Form 8-K
There were no reports filed on Form 8-K for the three months ended
September 30, 1994.
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.
JOHN H. HARLAND COMPANY
(Registrant)
November 14, 1994 William M. Dollar
Date: _________________ By:_____________________________
William M. Dollar
Vice-President and Treasurer
(Authorized Officer and
Principal Financial Officer)
<PAGE>
EXHIBIT INDEX
Exhibit
Designation Description
- ----------- --------------------------
27 Financial Data Schedule
<TABLE> <S> <C>
<ARTICLE> 5
<LEGEND>
This schedule contains summary financial information extracted from the
Company's financial statements for the nine months ended September 30, 1994
and is qualified in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1993
<PERIOD-END> SEP-30-1994
<CASH> 11,534
<SECURITIES> 2,550
<RECEIVABLES> 60,056
<ALLOWANCES> 2,049
<INVENTORY> 24,257
<CURRENT-ASSETS> 114,569
<PP&E> 330,059
<DEPRECIATION> 169,370
<TOTAL-ASSETS> 413,095
<CURRENT-LIABILITIES> 84,236
<BONDS> 111,334
<COMMON> 37,907
0
0
<OTHER-SE> 162,951
<TOTAL-LIABILITY-AND-EQUITY> 413,095
<SALES> 390,949
<TOTAL-REVENUES> 390,949
<CGS> 202,416
<TOTAL-COSTS> 202,416
<OTHER-EXPENSES> 0
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 5,720
<INCOME-PRETAX> 64,717
<INCOME-TAX> 25,757
<INCOME-CONTINUING> 38,960
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 38,960
<EPS-PRIMARY> 1.28
<EPS-DILUTED> 1.28
</TABLE>
