<PAGE>
- -------------------------------------------------------------------------------
- -------------------------------------------------------------------------------
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
----------------
FORM 10-Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED MARCH 31, 1997
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 1-7665
----------------
LYDALL, INC.
(EXACT NAME OF REGISTRANT AS SPECIFIED IN ITS CHARTER)
DELAWARE 06-0865505
(STATE OR OTHER JURISDICTION OF (I.R.S. EMPLOYER
INCORPORATION OR ORGANIZATION) IDENTIFICATION NO.)
ONE COLONIAL RD., P.O.B. 151, 06045-0151
MANCHESTER, CONNECTICUT, (ZIP CODE)
(ADDRESS OF PRINCIPAL EXECUTIVE
OFFICES)
(860) 646-1233
(REGISTRANT'S TELEPHONE NUMBER, INCLUDING AREA CODE)
NONE
(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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Common stock $.10 par value per share.
Total shares outstanding May 8, 1997 16,692,974
- -------------------------------------------------------------------------------
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<PAGE>
LYDALL, INC.
INDEX
<TABLE>
<CAPTION>
PAGE NO.
--------
<S> <C>
Part I. Financial Information
Item 1. Financial Statements
Consolidated Condensed Balance Sheets............................. 2
Consolidated Condensed Statements of Income....................... 3
Consolidated Condensed Statements of Cash Flows................... 4
Notes to Consolidated Condensed Financial Statements.............. 5-6
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations.................................... 6-8
Part II. Other Information
Item 6. Exhibits and Reports on Form 8-K............................ 8
Signature............................................................. 9
</TABLE>
1
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
LYDALL, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED BALANCE SHEETS
(IN THOUSANDS)
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1997 1996
----------- ------------
(UNAUDITED)
<S> <C> <C>
ASSETS
Current assets:
Cash and cash equivalents............................ $ 24,055 $ 38,226
Short-term investments............................... 4,943 4,941
Accounts receivable, net............................. 32,964 33,953
Inventories:
Finished goods..................................... 6,366 5,965
Work in process.................................... 4,028 3,712
Raw materials...................................... 7,116 6,743
LIFO reserve....................................... (1,678) (1,740)
-------- --------
Total inventories.................................... 15,832 14,680
Prepaid expenses..................................... 1,286 959
Deferred tax assets.................................. 3,589 3,612
-------- --------
Total current assets............................. 82,669 96,371
-------- --------
Property, plant and equipment, at cost................. 118,643 113,347
Less accumulated depreciation.......................... (52,855) (51,309)
-------- --------
65,788 62,038
Other assets, at cost, less amortization............... 23,175 23,710
-------- --------
Total assets .......................................... $171,632 $182,119
======== ========
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Current portion of long-term debt.................... $ 3,200 $ 4,450
Notes payable........................................ -- 8,000
Accounts payable..................................... 18,110 15,758
Accrued taxes........................................ 3,630 1,322
Accrued payroll and other compensation............... 2,842 6,014
Other accrued liabilities............................ 6,855 7,469
-------- --------
Total current liabilities........................ 34,637 43,013
Long-term debt......................................... 5,050 5,050
Deferred tax liabilities............................... 12,148 12,667
Other long-term liabilities............................ 3,539 3,545
Stockholders' equity:
Preferred stock...................................... -- --
Common stock......................................... 2,123 2,112
Capital in excess of par value....................... 34,767 34,235
Foreign currency translation adjustment.............. 647 1,425
Equity adjustments................................... (123) 39
Retained earnings.................................... 108,822 103,197
-------- --------
146,236 141,008
Less: treasury stock, at cost........................ (29,978) (23,164)
-------- --------
Total stockholders' equity....................... 116,258 117,844
-------- --------
Total liabilities and stockholder's equity ............ $171,632 $182,119
======== ========
</TABLE>
See accompanying Notes to Consolidated Condensed Financial Statements.
2
<PAGE>
LYDALL, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF INCOME
(IN THOUSANDS EXCEPT PER-SHARE DATA)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
--------------------
1997 1996
--------- ---------
(UNAUDITED)
<S> <C> <C>
Net sales................................................ $ 61,971 $ 65,794
Cost of sales............................................ 42,708 45,003
--------- ---------
Gross margin............................................. 19,263 20,791
Selling, product development and administrative expenses. 10,496 11,216
--------- ---------
Operating income......................................... 8,767 9,575
Other (income) expense
Investment income...................................... (365) (324)
Interest expense....................................... 158 182
Other.................................................. (43) 125
--------- ---------
(250) (17)
--------- ---------
Income before income taxes............................... 9,017 9,592
Income tax expense....................................... 3,392 3,627
--------- ---------
Net income............................................... $ 5,625 $ 5,965
========= =========
Per-share amounts:
Net income per share................................... $ .32 $ .33
========= =========
Weighted average common stock and equivalents
outstanding........................................... 17,819 18,310
========= =========
</TABLE>
See accompanying Notes to Consolidated Condensed Financial Statements.
3
<PAGE>
LYDALL, INC. AND SUBSIDIARIES
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
(IN THOUSANDS)
<TABLE>
<CAPTION>
THREE MONTHS ENDED
MARCH 31,
--------------------
1997 1996
--------- ---------
(UNAUDITED)
<S> <C> <C>
Cash flows from operating activities:
Net income............................................... $ 5,625 $ 5,965
Adjustments to reconcile net income to net cash provided
by operating activities:
Depreciation............................................ 2,049 2,026
Amortization............................................ 436 370
Changes in operating assets and liabilities, excluding
effects from acquisitions:
Accounts receivable.................................... 739 (1,571)
Inventories............................................ (1,316) (1,412)
Other assets........................................... (332) 51
Accounts payable....................................... 2,556 3,855
Accrued taxes.......................................... 2,330 773
Accrued payroll and other compensation................. (3,153) (2,094)
Deferred income taxes.................................. (294) (327)
Other long-term liabilities............................ 117 (605)
Other accrued liabilities.............................. (400) 1,213
--------- --------
Total adjustments........................................ 2,732 2,279
--------- --------
Net cash provided by operating activities................. 8,357 8,244
--------- --------
Cash flows from investing activities:
Acquisitions............................................. (49) --
Additions of property, plant, and equipment.............. (6,741) (2,078)
Purchase of investments, net............................. (164) (1,138)
Disposals of property, plant, and equipment, net......... 1 363
--------- --------
Net cash used for investing activities.................... (6,953) (2,853)
--------- --------
Cash flows from financing activities:
Long-term debt payments.................................. (1,250) (540)
Payment of current note payable.......................... (8,000) --
Issuance of common stock................................. 543 705
Acquisition of common stock.............................. (6,814) (6,937)
--------- --------
Net cash used for financing activities.................... (15,521) (6,772)
--------- --------
Effect of exchange rate changes on cash................... (54) (16)
--------- --------
Decrease in cash and cash equivalents..................... (14,171) (1,397)
Cash and cash equivalents at beginning of period.......... 38,226 27,820
--------- --------
Cash and cash equivalents at end of period................ $ 24,055 $ 26,423
========= ========
Supplemental Schedule of Cash Flow Information:
Cash paid during the period for:
Interest................................................. $ 204 $ 341
Income taxes............................................. 1,438 3,268
Non-cash transactions:
Unrealized gains/losses on available-for-sale securities. 162 73
Reduction of payable for acquired operations............. 150 --
</TABLE>
See accompanying Notes to Consolidated Condensed Financial Statements.
4
<PAGE>
LYDALL, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS
1. The accompanying consolidated condensed financial statements include the
accounts of Lydall, Inc. and its wholly owned subsidiaries. All financial
information is unaudited for interim periods reported. All significant
intercompany transactions have been eliminated in the consolidated
condensed financial statements. Management believes that all adjustments,
which include only normal recurring accruals, necessary to present a fair
statement of the financial position and results of the periods have been
included. The year-end condensed balance sheet data was derived from
audited financial statements, but does not include all disclosures required
by generally accepted accounting principles.
2. Earnings per common share are based on the weighted average number of
common shares outstanding during the period, including the effect of stock
options, stock awards and warrants where such effect would be dilutive.
Fully diluted earnings per share are not presented since the dilution is
not material.
3. In the mid-1980's, the United States Environmental Protection Agency (EPA)
notified a former subsidiary of the Company that it and other entities may
be potentially responsible in connection with the release of hazardous
substances at a landfill and property located adjacent to a landfill
located in Michigan City, Indiana. The two sites have been combined and are
viewed by the EPA as one site. The preliminary indication, based on the
Site Steering Committee's volumetric analysis, is that the alleged
contribution to the waste volume at the site from the plant once owned by a
former subsidiary is approximately 0.434 percent of the total volume. The
portion of the 0.434 percent specifically attributable to the former
subsidiary by the current operator of the plant is approximately 0.286
percent.
There are over 800 potentially responsible parties (prp's) which have been
identified by the Site Steering Committee. Of these, 38, not including the
Company's former subsidiary, are estimated to have contributed over 80
percent of the total waste volume at the site. These prp's include Fortune
500 companies, public utilities, and the State of Indiana. The Company
believes that, in general, these parties are financially solvent and should
be able to meet their obligations at the site. The Company has reviewed Dun &
Bradstreet reports on several of these prp's and, based on these financial
reports, does not believe Lydall will have any material additional volume
attributed to it for reparation of this site due to insolvency of other
prp's.
During the quarter ended September 30, 1994, the Company learned that the EPA
had completed its Record of Decision for the Michigan site and has estimated
the total cost of remediation to be between $17 million and $22 million.
Based on the alleged volumetric contribution of its former subsidiary to the
site, and on the EPA's estimated remediation costs, Lydall's alleged total
exposure would be less than $100 thousand, which has been accrued. In June
1995, the Company and its former subsidiary were sued in the Northern
District of Indiana by the insurer of the current operator of the former
subsidiary's plant seeking contribution. In January 1997, the insurer made a
settlement demand of $133,925 to the Company in exchange for a release of the
Company's liability at the site. Although the Company believes it has several
defenses to the action, it is evaluating the demand.
Management believes the ultimate disposition of this matter will not have a
material adverse effect upon the Company's consolidated financial position or
results of operations.
4. On March 19, 1996, patent litigation brought by ATD Corporation (ATD)
against Lydall in the U.S. District Court for the Eastern District of
Michigan was concluded with the jury finding in favor of Lydall and with
all of ATD's claims for damages being denied. Post-trial motions of both
parties for judgement as a matter of law were denied by the Court on
February 27, 1997. A notice of appeal to the U.S. Court of Appeals for the
Federal Circuit regarding this litigation was filed by ATD on March 28,
1997. Management believes the ultimate disposition of this matter will not
have a material adverse effect upon the Company's consolidated financial
position or results of operations.
5. The Company will adopt Statement of Financial Accounting Standards No. 128,
Earnings per Share (SFAS 128) for the year ending December 31, 1997. SFAS
128 is required to be adopted in the fourth quarter of 1997 and will
include restatement of all prior periods presented. The Statement
establishes standards for
5
<PAGE>
computing and presenting earnings per share (EPS) through simplification of
the standards previously found in APB Opinion No. 15, and makes them
comparable to international EPS standards. The change in the computation
will not have a material effect on the EPS of the Company. The adoption
will have no effect on the Company's consolidated financial position or
results of operations.
In February 1997, Statement of Financial Accounting Standards No. 129,
Disclosure of Information about Capital Structure (SFAS 129) was issued.
SFAS 129 establishes standards for disclosing information about an entity's
capital structure and is effective for financial statements for periods
ending after December 15, 1997. The disclosure requirements are the same as
those currently being followed by the Company. Accordingly, there is no
effect on the Company's financial statements.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS.
RESULTS OF OPERATIONS:
For the first quarter ended March 31, 1997, sales were $62.0 million
compared with $65.8 million for the same period last year--a decrease of 5.8
percent. Net income in the 1997 first quarter decreased by 5.7 percent to $5.6
million compared with $6.0 million in the comparable quarter of 1996. On a
per-share basis, the Company earned $.32 in the first quarter of 1997 compared
with $.33 in the first quarter of 1996.
Gross margin in the first quarter of 1997 was $19.3 million, or 31.1 percent
of sales, compared with $20.8 million, or 31.6 percent of sales, for the first
quarter of 1996. After-tax return on sales was 9.1 percent for both the first
quarter of 1997 and 1996.
Selling, product development and administrative expenses amounted to $10.5
million, or 16.9 percent of sales for the first quarter of 1997. This compared
to first quarter 1996 expenses of $11.2 million, or 17.0 percent of sales. The
1997 figure had significantly less incentive compensation expense in
comparison to 1996 while the 1996 figure included $1.0 million to successfully
defend a lawsuit alleging patent infringement.
As anticipated, the Company had a slower start this year compared with the
robust levels of business it experienced at the beginning of 1996. Filtration
sales, which accounted for about a quarter of total sales in 1996, were off by
11 percent in the first quarter of 1997 compared with the first quarter of
1996. There were three factors contributing to this decline.
First, sales of high-efficiency air filtration media for clean-room
applications were off modestly from last year's first quarter records. This
business, which had been the strongest the Company had ever seen early in
1996, slowed in the second half of the year. Although Lydall began seeing
increased quotation activity in the first quarter, erratic shipping schedules
caused by postponements of planned clean-room construction, the major end-user
for these products, continued in the first quarter of 1997. In this market,
the Company typically lags market recoveries as well as market declines, and
thus, expects a gradual resurgence of demand during the remainder of 1997 in
line with industry projections.
The other factors contributing to filtration sales being off in the quarter
were lower industrial liquid filtration and medical filtration product sales.
The decline in medical filtration product sales related to temporary
processing difficulties with certain fibers and subassemblies and inventory
reductions by some customers. These first quarter circumstances have since
been remedied.
Thermal barrier sales, which represented 38 percent of total 1996 sales,
were down 13 percent in the first quarter of 1997 compared with the first
quarter of 1996. The largest portion of thermal barrier sales are automotive
related, and demand for automotive all-metal shields and battery insulators
were up substantially in the first quarter 1997 over the same quarter last
year. There were two offsets to this growth, however. Sales of air-bag media
used in pyrotechnic inflators were off from peak levels last year, and one of
the Company's larger shields is no longer being manufactured at its Columbus
Operation.
6
<PAGE>
The Company announced two new programs that will more than replace the
discontinued shield business over the long term. Lydall's products were
approved for a new all-metal transmission shield on the 1998 Taurus/Sable
platform, and the Company was named as a preferred supplier of underbody
insulation on General Motors' 1999 GMT800 series. The GMT800 series is the
replacement platform for all of GM's full-size pick-up trucks. This program,
in its second phase, also includes GM's full-size sport-utility vehicles such
as the Tahoe and Suburban.
During the quarter, two of Lydall's three automotive barrier facilities
earned ISO 9001/QS 9000 Certification. It is anticipated that the third
facility, the Columbus Operation, will be certified by mid-1997.
Sales of thermal barrier materials other than automotive were about even
with last year's first quarter except for industrial insulation materials used
in commercial buildings. Sales of these products were lower than the same
quarter last year because one of Lydall's major customers shut down for an
extensive rebuild of equipment. This first quarter event will not be a factor
going forward.
Sales dollars of materials handling products were off 6 percent from last
year's first quarter record performance, however, unit volume was up almost 23
percent. This business, which represented 13 percent of Lydall's total sales
for the year 1996, was affected by the deflationary pricing of linerboard, its
principal raw material, in the latter half of 1996. In the first quarter 1997,
linerboard prices stabilized, and export activity increased, particularly in
South America and the Middle East.
The effective tax rate for the Company's domestic operations was 37.6
percent for the first quarter of 1997, versus 37.8 percent for the first
quarter of 1996. Had the Company not invested cash balances in a variety of
tax exempt or tax advantaged investments, the rate would have been 38.8
percent in both 1997 and 1996. The tax rate at the Company's Axohm Division in
France remained unchanged at 36.6 percent in 1997 and 1996, but the effect on
Lydall's consolidated results was minimal.
Lydall, Inc. desires to take advantage of the "Safe Harbor" Provisions of
the Private Securities Litigation Reform Act of 1995. In addition to economic
conditions and market trends, the Company considered the following market
circumstances in determining any forward-looking statements made in its Form
10-Q for the first quarter ended March 31, 1997.
A MAJOR DOWNTURN OF THE U.S. AUTOMOTIVE MARKET. Although Lydall's automotive
sales are not solely contingent on the strength of the automotive market, a
significant downturn of the U.S. automotive industry could have a substantial
impact on Lydall's results. Twenty-seven percent of Lydall's total sales in
the first quarter of 1997 were to the U.S. automotive market, excluding
aftermarket sales. Lydall's primary automotive products are thermal barriers
and heat shields employed both inside and outside of vehicles. Most of
Lydall's products are supplied to meet unique, niche applications. There is no
direct correlation between the number of Lydall parts on a vehicle and the
number of units built, as with tires or steering wheels for example. Slight
fluctations in U.S. automotive production have relatively little effect on
Lydall's business; however, a major downward shift could prevent Lydall from
achieving its projected results.
A SIGNIFICANT CHANGE IN THE NUMBER OF CLEAN ROOMS BEING BUILT. Lydall's
high-efficiency air filtration business is linked to the fabrication of clean
rooms around the world. In 1995 and in 1994, the demand for these air
filtration media was the strongest the Company has ever seen. In the second
half of 1996, the demand curve began to level. Various independent industry-
published forecasts project excellent long-term growth for clean-room
fabrications. Lydall relies on these forecasts, feedback from its filtration
customers, and its own market knowledge. Lydall's forward-looking statements
are based in part on the belief that the strength of the industry will
continue for the foreseeable future; however, if a significant decline in this
market were to occur, it would have a negative impact on Lydall's results.
RAW-MATERIAL PRICING. Raw-material pricing affects all of Lydall's
businesses; however, it particularly impacts the Company's materials-handling
products. These products are made from laminated virgin kraft paperboard, also
known as linerboard. In 1995, costs of linerboard were extremely high, and
Lydall, in turn, raised prices, partially accounting for the higher than
average sales growth in 1995. In 1996, as raw-material costs declined, Lydall
lost sales dollars. Linerboard prices began to stabilize at the end of 1996.
Since the
7
<PAGE>
materials-handling business is one area where the market pushes for price
reductions that directly track decreases in raw materials, significant changes
in the pricing of linerboard affect this portion of Lydall's business.
LIQUIDITY AND CAPITAL RESOURCES:
Lydall generated operating cash flow (earnings before taxes, interest
expense and investment income or expense plus depreciation and amortization)
of $11.3 million in the first quarter of 1997. At March 31, 1997, cash, cash
equivalents and short-term investments were $29.0 million compared with $43.2
million at year-end 1996. The reduction resulted primarily from the payment of
$8.0 million on January 2, 1997 in connection with the acquisition of the
Hatboro Operation; $6.8 million to acquire Lydall stock; and increased capital
expenditures, primarily related to Lydall 2000. Working capital was $48.0
million compared with $53.4 million at the end of last year.
The Company's current ratio improved to 2.39 at March 31, 1997 compared with
2.24 at the end of 1996, and total debt to total capitalization was 7 percent,
reduced from 13 percent at December 31, 1996.
On April 16, 1997, Lydall's Board of Directors approved the purchase by the
Company of up to one million shares of Lydall Common Stock on the open market
from time to time as conditions permit and opportunities arise. This
authorization is in addition to a program already in place which is tied to
Lydall's stock option plans. During the first quarter 1997, the Company
purchased 306,900 shares under the previous program.
The Company expects to finance its day to day operating needs and the
purchase of Lydall Common Stock from accumulated cash, sales of short term
investments, cash from operations and short-term lines of credit.
Lydall continues to actively seek strategic acquisitions and to reinvest in
the Company with the primary focus on the ongoing comprehensive quality
program and Lydall 2000, a program which will provide a flexible information
technology platform to address the dynamic business environment of the 21st
Century.
ACCOUNTING STANDARDS:
The Company will adopt Statement of Financial Accounting Standards No. 128,
Earnings per Share (SFAS 128) for the year ending December 31, 1997. SFAS 128
is required to be adopted in the fourth quarter of 1997 and will include
restatement of all prior periods presented. The Statement establishes
standards for computing and presenting earnings per share (EPS) through
simplification of the standards previously found in APB Opinion No. 15, and
makes them comparable to international EPS standards. The change in the
computation will not have a material effect on the EPS of the Company. The
adoption will have no effect on the Company's consolidated financial position
or results of operations.
In February 1997, Statement of Financial Accounting Standards No. 129,
Disclosure of Information about Capital Structure (SFAS 129) was issued. SFAS
129 establishes standards for disclosing information about an entity's capital
structure and is effective for financial statements for periods ending after
December 15, 1997. The disclosure requirements are the same as those currently
being followed by the Company. Accordingly, there is no effect on the
Company's financial statements.
PART II. OTHER INFORMATION
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
11.1--Schedule of Computation of Weighted Average Shares
Outstanding, filed herewith.
27.1--Financial Data Schedule, filed herewith.
(b) Reports on Form 8-K
The Company did not file any reports on Form 8-K during the three
months ended March 31, 1997.
8
<PAGE>
SIGNATURE
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.
Lydall, Inc. (Registrant)
By /s/ John E. Hanley
----------------------------------
JOHN E. HANLEY
Vice President--Finance and
Treasurer(Principal Accounting and
Financial Officer)
May 9, 1997
9
<PAGE>
LYDALL, INC.
Index to Exhibits
Exhibit
No.
- -------
11.1 Schedule of Computation of Weighted Average Shares Outstanding.
27.1 Financial Data Schedule.
14
<PAGE>
LYDALL, INC.
Exhibit 11.1
Schedule of Computation of Weighted Average Shares Outstanding
<TABLE>
<CAPTION>
Three Months
Ended
March 31,
--------------
1997 1996
---- ----
(In Thousands)
(Unaudited)
Primary
- -------
<S> <C> <C>
Weighted average number
of common shares 17,050 17,270
Additional shares assuming
conversion of stock
options and warrants 769 1,040
--- -----
Weighted average common shares
and equivalents outstanding 17,819 18,310
====== ======
Fully Diluted
- -------------
Weighted average number
of common shares 17,050 17,270
Additional shares assuming
conversion of stock options
and warrants 765 1,076
--- -----
Weighted average common shares
and equivalents outstanding 17,815 18,346
====== ======
</TABLE>
15
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<CASH> 24,055
<SECURITIES> 4,943
<RECEIVABLES> 34,339
<ALLOWANCES> 1,647
<INVENTORY> 15,832
<CURRENT-ASSETS> 82,669
<PP&E> 118,643
<DEPRECIATION> 52,855
<TOTAL-ASSETS> 171,632
<CURRENT-LIABILITIES> 34,637
<BONDS> 8,250
0
0
<COMMON> 2,123
<OTHER-SE> 114,135
<TOTAL-LIABILITY-AND-EQUITY> 171,632
<SALES> 61,971
<TOTAL-REVENUES> 61,971
<CGS> 42,708
<TOTAL-COSTS> 42,708
<OTHER-EXPENSES> (250)
<LOSS-PROVISION> (162)
<INTEREST-EXPENSE> 158
<INCOME-PRETAX> 9,017
<INCOME-TAX> 3,392
<INCOME-CONTINUING> 5,625
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,625
<EPS-PRIMARY> 0.32
<EPS-DILUTED> 0.32
</TABLE>
